This Kiss
by Bellum Cruor
Summary: This AU fic. Takes place right after rebirth. Little Willie Watts is getting pounded on by some jokers and Terry comes to his rescue but Willie doesn’t know that Terry rescued him. A grateful kiss ignites Terry’s teenage hormones and leaves William aching
1. Chapter 1

Rating: T but will become NC17  
Fandom: Batman Beyond.  
Pairing: Terry McGinnis/Willie Watts. (Slash)  
Summary: This AU fic. Takes place right after rebirth. Little Willie Watts is getting pounded on by some jokers and Terry comes to his rescue but Willie doesn't know that Terry rescued him. A grateful kiss ignites Terry's teenage hormones and leaves William aching for someone to fill the stranger the place of his charming stranger.

Disclaimer; I don't own the characters unfortunately, Just the plot. No infringement intended.

By Bellum cruor

Hamilton Hills High.

"That's right, go on and cry, you little fag," the joker sneered, his thick fingers curling into a fist as another still held the current object of their contempt. The jokers had ignored pretty much everything the smaller boy said while they used him as their personal punching bag, the truth was they hadn't understood at least half of his pleas for mercy, but they weren't about to admit that.

Willie squeezed his eyes shut as the fist in question appeared two feet in front of his nose; he'd given up on his fervent prayer for a quick death ten minutes ago, when the thick-necked and even thicker-skulled clown used his head to put a dent in one of the lockers behind him.

He could already feel the swelling and every time one of them took another swing at him, his head hit the locker in exactly the same place, no doubt insuring that he'd have brain damage before the thugs got bored and moved on to their next victim.

Head banging into the locker for what felt like the thousandth time made Willie began to seriously consider how he'd ended up in this mess. He picked himself up off the ground as soon as the world had mostly stopped spinning, just to be knocked back down again.

"Hey! Lay off him clowns!" A new voice, Willie looked up through his swollen eyelids, trying to get a glimpse of the person that offered him a moment's respite. The poundings and the constant insults had stopped, for now.

"Well, well, what do we have here?" Even though Willie could hardly see he could still tell the thugs apart, after listening to them insult him for the better part of half an hour. The one that spoke had to be the big one called Tiny, who dressed funny. His clothing was like two sizes two small and he had a binkie on top of his head.

"It looks like we have a want ta be hero, Tiny." That was a female voice, one of the twin girls. Jade or Gem.

"Yep, our very own Indiana Jones, Jade." Another female voice.

Willie tried to open his eyes so that he could see more then just shadows, he was sure that it was Gem that maid the classical movie comment. Which caught him off guard, Gem wasn't known for her aptitude for listening in class in fact Willie was sure she slept through most of them. If Ms. Hutch the classical theater teacher was to hear this, she would die of shock. At the moment that was the least of Willies problems.

"Don't you have anything better to do?"

Whoever this guy is he's cockeye. Not to mention very brave and very stupid. Willie knew if the roles were reversed he wouldn't have half the courage this guy has. To bad he can't see. It would have been nice to know who this guy was. Willie mentally kicked himself, for his thought process speaking in bad grammar. Cause was, is past tense; though it really won't matter in a bout five minutes when the guys pounded to a pulp.

"Hey Jade, Gem. I think the hero wants to play. You think we're afraid of you hero?" Willie could just picture the smirk on Tinys face as he heard fist slam against palm. If he moved fast he could split before the clowns even remembered he was there. He palmed around on the floor for his glasses. He wouldn't get very far without being able to see. Not that he could see much of anything at the moment, with his eyes swelling shut.

"I don't know, are you?" Yep this guy is brave and stupid, thank God for the stupid. Willie let out a sigh of relief as his thin fingers grazed over the slender wire frames. At least now he won't have to explain to his father why he needs new glasses, and he could just picture how that conversation would turn out, not that explaining to his father why he's all banged up would be any easier.

Willie stuffed the frames in his shirt pocket and crawled away. He could hear the scuffing of what he assumed was some serious fighting. He also heard Jade screeming. "Hay, No one gave you permission to run away!"

"Jade, he's not worth it."

"Gem's right, fag boys' not worth it, but ya know, Hero here is."

That was the last thing Willie heard before making his escape. He hoped that the other guy was as tough as he sounded, because three against one are pretty crappy odds. If he was a braver person he would have hung around and thanked the guy. Be it what ever outcome, but in all truth he was scared shitless, and in Willies opinion, the pounding he already took was enough for one lifetime.

_It's not as if I would have been much help anyway._

Willie staggered along the streets thinking to himself and trying to get his bearings. _I'd hate to be a real blind person_. He thought. _I'd be terrible at it._

It hadn't been long nor did Willie get very far before he heard a voice.

"Hey, Willie… Wait up." The words were spoken between long huffs of breath. At first Willie thought that it was the clowns coming to show him there motto of a refresher course in boxing 1O1, and Willie always got to be the bag.

Willie jumped when strong fingers curled around his shoulder. His body quickly tensed up preparing for the blow that he was sure to come. "It's ok. I'm not here to hurt you."

Willie sighed and allowed the bottled up tension too ease out of him. "Oh, I umm thought you where a clown."

"Ouch, that hurts."

There was humor in the guys voice. His words were deadpanned, not even missing a beat. This made Willie laugh, his cheeks rising to a rare smile, shutting out what little visibility he had left.

Willie stumbled and once again found the strong touch of a stranger manipulating him into place.

"Here, sit down for a bit." Willie was ushered over to a grassy area, the guy's hands were careful not to touch any of his injuries.

Willie eased his way into a comfortable position. Moaning only slightly when his ribs protested its location.

They sat in silence for a moment and then at the same time they asked.

"Are you ok?"

Terry just chuckled. "Shouldn't I be asking you that question?"

"Yeah well, I did kind of leave you all alone back there and it was three against one. I'm sorry about that, leaving you and all. I'm just not a good fighter; I'm not really any kind of fighter to tell the truth."

"You know Watts you're really something. You're the one who gets pounded and you're asking me if I'm ok."

"I can't really see if you got hurt or not so I thought I'd cover my bases."

Willie moaned again. His shirt was ripped and hanging in tatters off his body. He shivered a little and with each shiver came a slight moan. Terry could see the bruises on Willie's thin body. It made him think he let the clowns off easy, _next time I'll break a bone he thought, then maybe they'll think twice about picking on someone._

"Put this on." Willie could feel a sweatshirt being handed to him. He tried to hide the pain as he pulled the shirt over his head. It was then that Terry saw the real damage the clowns inflicted on Willie.

"I should get you to a hospital."

"No! No hospitals."

"You're pretty banged up and you need someone to look at you."

"I'm fine really; all I need is a little rest."

"I'd rather hear that from a doctor, so get up or I'll drag you up."

"Ok, Ok. I'll go to the hospital but only if I can sit here for a little longer."

Terry didn't fail to catch the look on Willies face when he mentioned the hospital, but he knew better then to ask. So a change of subject was at hand.

"So how did you come to be the target of the clowns attention tonight?" _smooth move McGinnis, real smooth. Go from one bad subject to the next._

"I was out on a date and the clowns saw me kissing and then on my way home they sorta beat me up."

"For kissing?"

"Yeah, well I was… umm. You're not a… Cause, umm. The kiss was with me and another guy."

_Willies gay?_

"It was supposed to be the perfect night, but every thing just got ruined. First I get dumped and I don't know what for, then the clown squad catches me kissing the boy who dumped me. Worst one of the clowns goes to my school, so everyone will know by Monday, and now I have to go to the hospital. This day can't get any worst."

_Willies gay…_ "You're gay?"

"Yeah, I thought we got past that part."

Terry listened to Willie rant for about an hour. There was a lot on the guys' chest that needed to get out. He didn't mind listening really; Willie had a way of putting a humorist spin on things. Most of the time was just spent talking and laughing. Terry had almost forgotten what it was like to hang out and have fun, but it was getting late and Terry didn't feel right letting Willie walk home alone. Besides he still needed to be seen by a doctor and something told Terry that Willie wouldn't go to the hospital alone.

"We should get you checked out." Terry helped Willie on to his feet and led the way to the hospital. There was a strange feeling that had grown between them, somewhere through the course of the night. This what ever it was started to feel like…something. Terry didn't know why, but he liked it. It was a good feeling.

.n..

Willie clamed up when he entered the waiting room.

"Hay Willie what's with you and hospitals anyway."

"Nothing, what makes you think there's something with me and hospitals."

"Well you jump every time the nurse comes to the door and calls out a name."

"I do?"

"Yeah, kind of."

"It's… It's embarrassing."

"Go on I won't tell anyone."

Willie hesitated for about a minute before he even uttered a word. "I'm an only child, did you know that. It's just me and my dad. My mom died when I was young. She was four and a half months pregnant and there were complications. The baby died a few days after my mom did. The last time I saw my mom alive was right before the nurse called her name. The torment kind of stuck with me I guess."

"It's ok, I know how that goes."

"Really… something like that happen to you?"

"Well not like that, but I did lose my dad not to long ago, he was murdered."

"Oh, what a drag."

"William, William Watts." A thin woman called his name; she smiled at him kindly as he approached. "You're in room five sweetie." Terry was walking not too far behind when the woman stopped him. "Sorry family only, but you could wait out here if you'd like."

Willie had stopped at the door; he swallowed down the lump in his throat. _Just one step after another. _He whispered a mantra to himself "I can do this, I can do this." The nurse must have over heard him, or saw the anxiety build up in him.

"He doesn't like hospitals much does he?"

Terry looked at the woman's gentile expression. "He had some bad experiences with them."

"Oh, I see. Well I guess its ok for you to go with him." She turned to look at Willie before saying, "That is if it'll make you feel better."

Terry just stared at the woman.

"Well, go on."

Terry and Willie sat in the room waiting for the doctor to come. Willie knew he was asking too many questions, he always asked questions when he was uncomfortable.

"So how did you learn to fight so well?"

"I've had some training."

"Like?"

"I know Wrestling, Kung Fu, Aikido, Jeet Kune Do, Tai Chi, Grappling, and Ninjitsu."

"Wow, that's a lot of stuff, how long have you been studying."

The doctor had walked in and gave Willie the once over and did a few test after twenty minutes or so he returned with some news.

"Well Mr. Watts your symptoms and test show that you have a few cracked ribs, some bad scraps and a mild concussion. I'll give this to you for now but have your dad pick up these proscriptions for you, ok. That's all your free to go."

"Would you like me to take you home?"

"Nah, but thanks, besides I'm sure you have better things to do." Willie stumbled over a few bags and the occasional person wile trying to make his graceful exit.

Terry chuckled when Willie bumped into a rather large man. His hand was on the guy's chest just where a woman's breast would be. Willie jumped back and said "oh, sorry Miss." The man was not pleased with this and if it hadn't been for Terry's quick apology, Willie might have found himself being pounded on for the second time tonight.

"I think you should rethink me walking you home. Where do you live?" Terry slung his arm over Willies shoulders and led him out of the hospital.

Willie and Terry resumed there conversation about fighting and where Terry learned all his styles from. Willie was surprised when he learned the guy who had walked him home was a wrestler at his school.

It wasn't long before Terry was standing in front of Willies building, looking up.

"Hay Mr. Watts." the door man greeted them with a smile.

"You live here?"

"Yep, my dad's a well known contractor."

They walked passed the door man and rode the elevator up to the penthouse.

Willie fished around in his pockets for the keys, when he finally found them he struggled to find the right key, and then he would have the task of putting it in the key hole.

"I had fun tonight…William."

"Yeah, me to, you know after the getting beat up part."

"Here let me get that for you. Why do you have keys anyway? A key card is much more efficient."

"I like the old fashioned stuff I guess."

Terry eased the keys out of his hands. It was a strange moment, it kind of felt like that second you get right before the end of a date, where time slows down and every thing smells nice. A split second that should have happened between him and Franklin. Willie couldn't stop thinking about kissing him_. Should I go in for a kiss, no…? Yes…_

Not long after Terry began to fuss with the door.

"Eureka, you know with all these keys, if a mugger was coming for you, you'd never make it in the house on time."

"I'll keep that in mind."_ He doesn't like you._

Willie was half way in the door when he heard his name.

"Hey William, your keys."

_You don't even know if he's gay_. Willie looked up, he hadn't heard what he said, his face had a clueless expression on it when he said "What?" before Willies thought process could go any farther he felt lips pressed against his, two strong arms holding him up while a warm tongue massaged the back of his throat.

"Good night William."

"Good night, umm." _Damn I never got his name_.

.n..

Terry lay in his bed going over the events that happened the night before. He kissed Willie Watts. Full on tongue to throat action. What are you doing McGinnis, you're not gay, you have a girlfriend and she'll be heart broken if she finds out, but the kiss was nice. Who new little Willie Watts was that good of a kisser.

Terry couldn't sleep he just tossed and turned until he finally got sick of it all. He pulled out the bat-suit and tugged it on. Maybe a spin around town is all I need.

It wasn't long before Terry was speeding through the streets on the bat-mobile. He needed something to clear his head.

He soared between sky-scrapers, restless and troubled. He needed to sort out his thoughts…to find out why he kissed Willie Watts of all people. It was no use though, he couldn't figure anything out. In-fact he was worse off than when he started. He needed help but there was no one he could turn to. His mother wouldn't understand and Dana would probably dump him on the spot. If he told anyone at school he would be screwed for eternity.

_I know where to go…..but will he understand?_

"Wayne…I'm coming in."

"What's going on McGinnis, the suit is reading elevated stress levels."

"I'll let you know when I get there old man."

Not moments later, Terry was safely landing the bat-mobile in its reserved place within the cave. His mind was full of foreboding at the thought of a heart-to-heart with the old man. This was his only option; he didn't have anywhere else to turn. In-fact Wayne was the only person he trusted at this point in time. _Man, I'm screwed._

"Terry, are you finally going to tell me what's going on with you?"

"I don't know Bruce…I'm confused about something and I needed some help…and you're the only person I can talk to right about now."

Terry absentmindedly patted Ace. He played with the scruff at the back of his neck, waiting for what seemed like an eternity, just letting the tension build._ It's now or never. _He looked over at Bruce who sat very patiently across from him. Like a statue, not a hint of movement. Terry finally realized he should be talking to Wayne when he noticed he was petting the couch instead of the black mastiff.

"This must be very hard for you Terry, we don't often have these talks and you're even quieter than I am."

"Miracle isn't it. Hell, I don't know what to say Wayne…this has been eating at me for hours. I'm so confused."

"Well, if you don't tell me then I can't help you." He sat there quietly; scratching the back of Ace's ear.

"It all started earlier yesterday when I decided to be an out of costume hero…."

.n..

_Time passes as an eternity as Terry tells Bruce about his time with Willie, and more importantly how they left one another._

"I don't know what to do. I mean I'm not gay and I'm happy with Dana. Kissing Willie though, it felt right."

"So what exactly do you want from me?"

Even Ace looked up in confusion at his master.

"I need your help."

"So you want me to make the choice for you?"

"What choice is there to make, I told you I'm not gay."

"Then why are you here? Why do you need advice if you're so sure about everything?"

"That's the problem, I'm not sure of anything right now."

"I think I know what your going through McGinnis...I think even Wonder Woman went through something like this when she came to the Justice League."

"What are you talking about?"

"Have you ever heard of Themsricya?"

He simply stared at Bruce…

"That's where Wonder Woman came from. It was an entire island full of Amazons. Tall, beautiful and powerful women...not a man in sight. She always had a thing against men and was definitely friendlier with the fairer sex." He sat there chuckling…almost a giggle. "Then there was the Green Arrow and Green Lantern. Of course they would never admit it but I had a feeling about them? I could never forget the Flash either.

"How could you be sure about those two? And the Flash? I saw history movies on him…he was the most hetero being alive."

"Well for the first scenario, I am the world's greatest detective."

"Flash?"

"Oh, that was obvious. Who wouldn't believe the straightest man alive could really be in the closet?"

"What are you getting at old man?"

"What I'm trying to tell you is that maybe you're just over thinking this. Handle this how I trained you."

"So you want me to beat him up and leave him at the commissioner's office?"

"No you dim wit. I want you to use your gut, you're instincts. Besides I think he is a little to frail for a beating." _Maybe a pounding though._

"What's so funny now?"

"Nothing, just remembering the Flash. Look McGinnis, no matter what I want this solved. I don't need any of this interfering with your work."

"Sure thing old man, I'll try my best after I stick my head in the oven."

"Don't forget to turn it on this time."

Walking off Terry thought carefully about what he heard. Wayne fought along side what he assumed were gay super-heroes. He didn't think badly of them though, in-fact he seemed very fond of them. Terry couldn't help but get a wicked thought in his head. What if the old man had his fun back in his youth...kinda creepy actually?

_Better stop before I give myself nightmares about the old man. Ugh._

_A few hours and one sick ride later, Terry lay down to rest for tomorrow. He had a lot to think about and at the center of it all was Willie Watts._

_I can't believe he is such a good kisser…but what am I gonna do?_

.n..

Willie couldn't sleep. He hadn't actually tried to, so he set about to distract himself, wanting above all else to go out, But he decided that His dad would have a heart attack if he came home to see Willie gone. So what was he going to do, He wandered into the den, looking around for something to do when his Mom's old CD collection caught his eye. He shook his head. He bent down beside the rows of CD's and trailed along them with his finger, reading the titles to himself.

Willie hated insomnia. He really did. It had been a while since he had suffered this bad. The last time it was this awful was after his mother's memorial service. He had been unable to sleep at night for two weeks, instead napping during study hall and on the couch before dinner, only to awake crying. "Why my mom… Why?"

He squinted as his mind tried to recall one of the hazy images. It was a rare occasion to see his dad cry, Come to think of it that was the only time he could recall ever seeing his dad cry.

Willie snarled in the dark as he mentally contemplated that it was worse having insomnia since the kiss he shared with the kind stranger.Which was really irritating since he neither had a name nor a face to put to his mystery man?

God, he hated insomnia.

But tonight, given everything that had happened, it seemed unfair for Willie to have to be burdened with something like insomnia. First being dumped by Franklin Richards, in the worst way possible. The guy was so nice and broke it off so gently that it was hard for Willie to really be mad at him. This really pissed him off. In his opinion if you're going to break someone's heart then they should at least get to be mad at you about it, and then getting beat up after being broken up with was the icing on the cake. At least he could be mad at Franklin for that but then there was his mystery man and had it not been for Franklin he would have never met him.

Now Willies mind was back to conjuring up images of what the stranger looked like and what it would be like if they… Oh no! Not again! Whoa Nelly! Whoa! These were the thoughts he had been trying to steer clear off, this was the bad place, and this was the lure of the dark that turned his thoughts into blissful torture, "I need a cold shower." still torture non the less.

Ugh. I hate insomnia. "I need to stop thinking about this," Willie blurted out before wheeling around, afraid he had once again blurted something out without thinking and that his dad had heard him. This was absurd, since his dad was not home. Except that Willie's dad had a way of turning up at the worst possible time. Willie couldn't even count the number of times he'd been talking out loud to himself only to turn around and discover his dad there.

Willie dropped his bag in the den, grabbed a towel and went strait for his dad's master bathroom, the one with the Jacuzzi. He peeled off his clothing, and then sighed when he saw all the bruises. Well at least some of the swelling has gone down. He opted to forgo the cold shower and steam his pains away.

.n..

Mr. Watts padded into the den, stubbing his toe on Willies book bag as he entered.

"Son of a bitc…" Willie Dad cried out before trying to swallow in the rest of the curse. He held his breath for a long moment, waiting for the pain to subside, and just before he was sure he was turning bluehe released a mouthful of air and stood quietly for another long moment.

"Will, are you home? I've got dinner."

Mr. Watts moved the bag out of his way with his foot and placed the cartons of Chinese food on the table. He sighed heavily in disgust, as he inhaled to yell again.

"William Watts where in the hell are you?"

Willie was a million miles away, well mentally at least; the jets of the Jacuzzi were slowly setting him adrift in a lucid dream like stat. He shut his eyelids welcoming the utter darkness and still through some marvel of science he managed to perceive a few traces of light.

He played with them a little; eyes tracing them in the darkness of his mind, before finally losing himself in thought. His body was wet and tingly as he bubbles from the bubble bath finally begun to foam. He was glad that he bought that soothing body works for his dad, though his dad called it fruity.

He begun to drift to sleep feeling his body relax slightly. Then images begun to flood his mind, he saw Terry in all his brooding flair hugging Dana. Willie felt a ting of jealously, and a then a flash of embarrassment as terry and Dana begun to make out. Slowly the image changed and it was him making out with terry.

He could feel terry's arms grab him and hold him tight. A warm tongue tickled his mouth. He could even smell terry, an odd combination of musk and rainwater. Willie felt his body tense as he imagined terry pushing him up against the wall, pinning both of his hand behind him.

The helplessness and the passion, cause Willie to go rigid, the combination of the water and his lucid fantasy begun to intoxicate him. His body flashed with pangs of sexual energy as his hand waded through the water to his rigid member.

He stroked himself slowly, going with the rhythm of his fantasy. Terry nibbled on willies neck breaking the skin a little. Willie gasped out loud in sheer sexual joy as his body tensed up again. He began to stroke faster while trying his best to slowly prolong his sexual release.

Terry's hand traced down willies chest coming to his crotch Willie moaned silently holding himself back. Strong imaginary hands begun to stroke Willie off, as his own followed in unison. Harder and harder, faster and faster; Willie sucked on Terry's finger, moaning in sheer delight. Terry's fist tightened and squeezed. Pumped and stroked driving Willie to madness. Willie tried to keep up with his fantasy but terry was going to fast for him.

"Yes!" Willie moaned

"Willie"

"Yes!"

"Willie?"

"Oh God Yes!" He screamed

"Dammit, Willie hurry up and finish… Dinners is on the!" His dad yelled snapping Willie out of his vivid wet dream.

"Dad?"

"What the hell boy, I've been calling you for five minutes. You okay?"

"Yeah dad, I'm about done." Willie said as he looked at his swollen, yet slowly shrinking member. "Yeah I'm done in here." _defeated even in my dream, eh McGinnis._ He sighed, as he threw on his bathrobe and headed to the dinner table, turning off the light.

Dinner was quiet and awkward. Willie's dad made attempts at conversation but that inevitably ended with an argument and a heavy sigh of disgust. After the dinner Willie put on some clothes and turned on the vid screen, there were a few news clippings about the justice league, and Batman, but Willie didn't really pay attention to that. He was still in deep thought about terry, and the dream. He tried to shake the feeling off, but every few minutes it would pop back in his head. He laid on his back and exhaled deeply closing his eyes again.

"Hey William phone call." He heard his dad yell from behind the door

"Who is it?" He asked

"Some Terry kid, just take the phone." His dad barked.

Willie got up and grabbed his phone.

"Um… hello?"

"Ah hey Willie… It's me Terry!"

"I know, my dad kinda told me already."

"Yeah, anyway. I wanted to know what you where doing tonight?"

There was a long pause as Willie thought for a moment.

"Um will, you there?"

"Uh yeah I am, I'm not doing anything…why?"

"Well. I was heading out, and thought maybe you wanna hang with me, see Dana's out of town and."

"Oh I see, since your girlfriend is out of town, you thought you'd take pity on poor Willie watts huh?"

"No it's not like that, I just…"

"Whatever McGinnis, you don't have to…"

"Look Willie its not even like that, look I'm going to Gorham Park just meet me there in thirty okay."

Willie listen to the other line go dead, and hung up, he threw himself on the bed and buried his head into his pillow.

"Why did I snap like that, it wasn't even that serious, so why did I snap like that?"

Willie turned over and laid on his back. He looked up at the ceiling and focused on one point until his head began to hurt. Willie turned over again and sighed, throwing himself off the bed.

"I mine as well go see what he wants, it would stink to leave him outside like that."

Willie put on his clothes and grabbed his shoes, his dad was sitting in the living room watching an old vid tape.

"Hey dad I'm gonna head out for a bit, I'll be back soon, but I'll call. if anything."

His dad answered with a heavy sigh, and Willie headed to the door and paused for a moment.

"I love you too dad." He whispered as he headed out the door

.n..

Terry sat on the park bench and waited as he mumbled to himself. He tried to practice what he was going to say to Willie, but stumbled awkwardly on his words.

"Look Willie, I just wanted to say, no that won't work, Hey Willie about that kiss, it was an accident…um no that's stupid."

"What's stupid?" Came a voice from behind him.

Terry turned around and saw Willie, he was looking at his feet awkwardly. Terry smiled, stood up and motioned Willie to come closer. Willie sat on the bench keeping his distance as Terry awkwardly smiled at him.

"What do you want McGinnis, I mean, you've never really talk to me in school, and we don't have the same friends. So what do you want?"

"Um Willie you don't have friends." _Great Terry, you loud mouth idiot. That's the perfect way to telling him you like him. Insult him first like a two year old._

Willie frowned as Terry tried to take back what he had just said. Willie stood up and looked down at Terry.

"Look terry I didn't come all the way to be insulted, if I wanted that I could of stayed home."

"Hey look Willie I'm sorry, I just wanted to see you, okay."

"Yeah whatever, look just leave me alone okay, I'll just head home and try to forget I came here. Ok and you can do the same."

Willies eyes begun to swell up as he walked away. He'd never really minded being a loner, in fact he preferred it. Terry had maid it painfully clear with his twisted joke why Willie didn't have any friends.

"You jocks are all the same."

-TBC-


	2. Chapter 2

.n..

Willie had tried to keep a low profile but that was easier said then done. The rumors of his being gay had run through the school like wildfire and he was being harassed more then ever. His only saving grace was Blaze and at first she only stuck up for him because he was tutoring her in advanced chemistry. Luckily Blaze wasn't the average popular girl. She'd actually been kinda nice to him.

Blaze came running into Willies apartment yelling.

"Hey, Willie, Willie… guess what."

Willie poked his head out of the book he was reading to see Blaze waving a vid screen in his face, but before Willie could even get a chance to read the screen, Blaze was already shouting out the information.

"I got an A on my Chemistry test, An A, me; this is grounds for celebration. We're going out."

Willie looked up at her in shock. "What do you mean… we?"

"I mean me and you hitting the dance club."

"You and I." he corrected.

He had hoped that, this would side track her thought process enough for her to for get about the whole going out thing.

"What?" Blaze was a little confused until Willie started to explain.

"You said me and you, its; you and I…"

"Enough with the tutoring Willie, I just got an A on a really hard test, let me enjoy the moment."

"Fine have your moment." Willie smiled at her and through up his hands. Then it was back to reading his paperback book.

"So what are you going to wear?"

Damn, it didn't work. When Blaze sets her mind to something there's no turning back, and Willie could tell that her mind was set. Blaze had been trying to get Willie to go clubbing with her for the last two weeks. Willie had turned her down each time, making up one explanation after another, but this time Blaze would take no other answer other than yes. She had gone through his clothing to pick out something club worthy for him to wear.

"Where are we going?"

Blaze grin at the question. "Clubbing, I told you that."

"Which club?"

"Vertigo."

"Blaze, I really don't have the clothing that will get me into vertigo, let alone the look."

"I'm sure we can find something in here." She said wile tossing another article of his clothing in the trash. "That's never to be worn again."

There was a small pile of clothing on the bed and a larger pile in the garbage. Willie had rushed to the trash can to save the next garment that blaze deemed unfit to be worn.

"Hey that's my lucky shirt."

"You're right, it's lucky it made it on to the sales rack." Blaze was really surprised when she didn't find anything worthy to be worn.

"You know Willie for a gay guy you really have no grasp of style, but that's nothing a little shopping can't fix, anyway I'll swing bye tomorrow an pick you up so we can go shopping."

Willie had made it half way to the trash can to liberate his clothing when he heard Blaze.

"And don't even thing about taking those rags out of the trash!"

.n..

Terry had been trying to bump in to Willie sense their meeting in the park. He was sure Willie was avoiding him, but soon that would all change. Blaze was throwing a privet costume party at club vertigo and Dana, Mel, and Max were all invited. It was the talk of the school, other then Willie being gay. The invites only went to a few people and they could bring any one person they wanted. Dana had invited Terry, even though the relationship was on rocky grounds, Mel was bringing Dean and Max had asked Eli.

Everything was going well. He had picked up his new costume from the shop a day early, all he had to do now was rent a car or better yet see if Mr. Wayne would let him use one of his.

Terry picked up his phone and started dialing the number.

"Hi Mr. Wayne. It's me Terry."

"I know who this is. I'm old not dumb. The phone was silent for a moment. I don't have all day McGinnis".

Terry hesitated for a moment then blurted out. "Ah. Yeah right. I was calling cause I have this cool party I'm going to, I got my costume, the flowers and I'm going to pick up the candy soon but I don't have enough money to rent a car and that's where I was kinda thinking maybe you would let me use one of yours. Just for the night I'll bring it right back….

"Ok McGinnis."

"Without a scratch I promise. You won't even notice it's missing. Well you would notice its missing…"

"Terry, Terry."

"But you know what I mean."

"I said…"

"C'mon Mr. Wayne."

"Yes."

"Oh, Thanks."

Terry hung up the phone before he could make a bigger ass out of himself. Bruce just sat in bed holding his cell phone.

"We're going to have to work on those listening skills Mr. McGinnis."

.n..

Bruce went back to punching in information into his computer, over the last few days Foxteca industries have been having technical problems with a number of their factories. Bruce believed it was sabotage. There's only one person that Bruce could think of who could be that underhanded, Powers.

Bruce picked up his phone and called Wayne/Powers Inc.

"Hello Mr. Wayne. How my I help you today?"

"Get me a meeting with Powers. Tomorrow at five."

"Sorry Mr. Wayne but Mr. Powers is in late meetings all day tomorrow."

"I don't care if he was in a meeting with God tomorrow. Tell Powers that I'll see him at five."

"But, But Mr. Wayne I can't do that."

Click. The sound off the phone hanging up was the last thing she heard.

"Mr. Wayne, Mr. Wayne. Powers is not going to like this."

Bruce was sure that Powers would meet with him; after all he was still a major mover and shaker within the company and Powers was no fool, a conniving crook but defiantly not a fool.

.n..

Terry had picked up the car Bruce lent him a day early. He thought it would be nice to take Dana out before going to the club. Mr. Wayne had given him the night off or as much of the night off as he could.

Terry took Dana to the cougar's hockey game, it was her favored team. It was going great, he had the popcorn and the soda. The cougars where winning and Dana was happy. His relationship looked like it was saved. Everything was perfect or so he told himself.

Dana was having the time of her life, and Terry was happy for her. However he couldn't stop thinking of that Kiss. Everything felt so unresolved. If only Willie would have listened to him in the park that night. Terry was so wrapped up in his thoughts that he didn't hear Dana talking to him.

"Terry, did you even hear what I said?"

"Um, no sorry. Why what's wrong?'

"Nothing, you just seem out of it lately. I think that Mr. Wayne guy is working you to hard."

Terry's thoughts had drifted back to Willie again when he felt Dana poke him.

"Terry! I was talking to you. What's with you lately?"

"Nothing." Terry's phone began to ring.

"Don't answer it, just let it ring."

"It's Mr. Wayne. I have to take this."

Terry picked up his cell phone and in minutes he was packing his things.

"Sorry Dana but I have to go."

"Terry!"

"Mr. Wayne needs me."

"Then maybe you should be dating Mr. Wayne."

"Dana C'mon, look I'll make it up to you, I promise."

Terry was in his bat costume and on his way to one of Foxteca's Factories. He was surprised at what he found; there were obvious signs of foul play. Not to mention that tar thing that he had to fight. This night was turning out to be more of a pain in the ass then anything.

At the rate he was going he wasn't even sure he would make it to Blaze's party anyway. Not that he thought Dana would mind. She was probably still mad at him for ditching her at the game and he couldn't even blame her, but what really got to him was that he wasn't even really upset about it. He felt bad that he had to ditch Dana, but in truth he wasn't really all there anyway. His thoughts kept drifting back to Willie and that kiss, god that was one hell of a kiss. After dropping off the samples he found to Bruce he went home.

It was almost past one when he walked through the door.

"Hi mom I'm home."

"Where the Hell have you been, I was up half the night worried about you."

"Mom, its only 1:10."

"Terry I was worried about you. Dana called when she got home from the game to see if you got in and that was over an hour ago."

"What did she say?"

"She said she wanted to talk. But that's beside the point, I asked you a question, where were you all night?"

"I was at work, helping Mr. Wayne."

"Give me a call next time and let me know, instead of having me worry like that."

"Ok mom."

"Oh and Dana said she left a message on your cell phone and that it was important."

"Thanks mom."

Terry went to his room and checked the messages on his cell phone.

Hi Terry it's me, Dana. Look I don't thing this is going to work. Lately it seems like you have all the time in the world for everyone but me and when you do make time for me you're not all there. I guess what I'm trying to say is that maybe we're not cut out for each other. I need some time away from you and I know it sounds funny cause all this started because of us not spending enough time with each other. Anyway I don't think it would be a good idea for us to go to Blaze's party together. Sorry Terry but I'll be taking someone else.

.n..

Tonight was the big night and everyone was getting ready. Blaze had arrived earlier in the day to take Willie shopping as she had promised. They had arrived at the mall around noon, plenty of time for Blaze to find something that would make even Willie look good. Blaze took Willie from store to store trying on one garment after another.

"Hey Willie look at this shirt, I think it would look nice on you."

The shirt was gaudy in Willies opinion. A metallic blue with a hint of silver.

"Um, I don't think that's my kind of thing."

"That's the point; it looks nothing like anything you would wear. People won't know what hit them when they see you in this."

"That's what I'm afraid of."

"Just, trust me."

Willie held up the blue shirt. "You're making it kind of hard."

Blaze gave him a look that said it all and then she pulled him into hot topics.

"Blaze this is definitely not my kind of thing."

.n..

"Hey Terry, wake up. You've been in bed all day. It's all ready two o'clock."

Matt had been jumping on Terry's bed for the last fifteen minutes. Usually Terry would have thrown Matt out of his room by now, literally. But to day Terry just didn't seem in the mood. Matt stopped jumping on the bed and sat down next to his brother. He placed his hand on Terry's forehead.

"What are you doing Matt?"

"I'm checking to see if you're sick."

"I'm not sick."

"Then what's wrong with you."

"Nothing."

"Then why didn't you pick me up and toss me out of your room like you always do."

"I don't know, I just didn't want to I guess."

Matt stopped what he was doing and looked Terry straight in the eye. His small hands ran over Terry's face, pulling back eyelids and checking his ears and mouth. Matt looked at his brother as if he where covered in spots.

Questioning eye's glared into Terry's as two tiny fists made there way up into a defensive position.

"Who are you and what have you done with my brother?"

Terry just rolled over and Ignored Matt, everything was going wrong and Matt hated to see his brother this upset, especially if he wasn't the cause.

"Hey Terry I know what'll cheer you up. Put these on, where going out for ice cream. You're driving and I'm buying."

Matt ran out of the room. "Hey mom, can I have some money. Mom, where are you."

Matt Poked his head back in to Terry's room. "Can I borrow some money?"

.n..

Willie was put in a set of tight dark brown leather pants with lots of buckles on them and a Renaissance laced shirt, Blaze picked out a set of black leather boots and a black noble mans coat that matched the time and era. She had set out to make him a lord of the land or at least of the club.

By the time Blaze was done Willie really did look like a noble man.

"Now you look damn hot." Blaze stated in triumph. "Do I do good work or do I do good work."

Willie felt uncomfortable in the getup, but the casher assured him that he was defiantly not going to live that party alone.

"How much is it."

"Your total is $758.97."

Blaze looked at Willie. "Well pay the man."

"I only have $115 left on this card."

"what did you spend all your money on."

Willie pointed to that ground cluttered with bags of clothing.

"Well if someone didn't throw out all my clothes."

"Willie you have to buy this outfit, you don't have any more money?"

"I have another cash card in my car."

"Ok, good, give me your car keys I'll go get it and you can change back into that nice outfit we got you."

Willie really didn't have much of a choice, seeing as how Blaze left with all his other clothing.

.n..

Matt had dragged Terry all over the mall, in and out of stores all day.

"Matt aren't you tired yet."

Matt yarned. "Nope. I said I was going to every store in this mall and that's just what I'm going to do."

Matt pointed at the store with the cool leather clothing and costumes in the window. It was the Batman costume that caught his eye.

"Terry look its Batman c'mon, I wanta get a closer look." Matt dragged Terry into Hot Topics.

"Matt, Slow down, the store's not going anywhere.'

Matt looked at the casher and pointed at the Batman costume. "Do they have this in my size?"

"Sorry, I think we're all out of the one in your size."

"Well how much is that one?"

"Matt! I'm not getting you that."

"Why not?" Matt pouted. "I got you ice cream."

The casher looked at the kid and smiled. "I think this might be out of his price range kid, heck it's out of mine and I work here."

"My brother can afford it; he works for that Wayne guy of Wayne/Powers. C'mon Terry get it for me. I promise I won't bug you for a whole year"

The casher looked at Terry, at the same time Terry was looking at Matt.

"Ok maybe more like a week or two said Matt."

"Are you Terry McGinnis?" said the casher questioningly.

"Yeah."

"You know my brother?" Piped Matt. "Is he famous or something by working for that Wayne man, cause if so I think you should let us have the Batman costume for free?"

"Sorry, kid no luck in that happening. But I do have a Zorro costume with his name on it."

"Zorro, you're going as Zorro. I would have picked like captain Death storm or Nightwing or something but Zorro."

"Would you like to try it on?"

"No thanks, I won't need the costume anyway."

"Why not aren't you coming?"

Terry turned around to see Blaze standing next to him, waving a cash card at the casher.'

"Nope, Dana decided to go with some one else."

"Hey Terry" Matt tugged on his sleeve. "Go put it on, I want to see what Zorro looked like."

"Not right now Matt."

"Go on Terry." chided Blaze.

"Fine."

Terry came out of the changing room looking like a hunk. There was no way Blaze was letting him not come to the party when she know he would be looking like that.

"So, I'll see you at the party right McGinnis. I'll make sure your names on the guess list."

.n..

Willie had been fussing with the zipper on his costume. He was in there for almost 10 minutes when he herd blaze call to him.

"Hey Willie I'm going to the restaurant next door."

"Ok."

Willie was walking out of the changing room just as the guy in the Zorro costume was heading in, the man stopped and looked at Willie, his dark gray eyes swept over Willie's frame.

Willie had trouble remembering to breath. The strangers face was masked like every Zorro before him, but those eyes and that smile look very familiar.

Terry never imagined Willie could look so hot; his new clothing hugged him in all the right places. He felt his pants becoming a little tight. The hall space between the changing rooms was almost non-existing.

Terry could tell that Willie was to awe struck to do much else but look at him. That gave Terry the confidence he needed to talk to Willie, not that he wouldn't have tried to talk to him before, somehow the mask made Terry feel empowered. It's almost like the same feeling he gets when he puts on the bat-suit.

"Do I know you." muttered Willie as Terry's body pressed by him in the cramped space.

Willies eyes drifted down to the apparent hard-on, which the man sported. Willies shuttered with the feel of this stranger pressed up against him. The stranger boldly lend into the contact, causing there to be a little more friction then there would have been.

Terry was almost stunned when he felt a matching hardness brush a crossed his. He couldn't stifle the groan of pleasure that came from him, before Terry even got the chance to answer the question a set of talented lips were pressed against his.

Willie didn't know what to do but he'd be damned if he did nothing. He just didn't have a clue as to what that something should be. This stranger was driving him mad. Making him have wet dreams of anyone that came close to having the same physique as him, and god what a body it was.

But it was the groan that sent Willie over the edge and into daredevil mode. As the man pressed closer so did Willie. He waited until he could feel the stranger's breath on his lips. Then he leaned in for a kiss. Willie was determined to make this kiss last for as long as he could.

Terry's world just got a hell of a lot more complicated. This was the second time he was kissing Willie Watts, and this time was better then the last. He pushed Willie into one of the changing stalls, all the wile not breaking the close contact of their two bodies.

This was pure Nirvana, hands pressing and groping through fabric. Wild kissing on necks, palms and chest, Terry kissed every part of Willies body that had a bruise on it the night he'd found him. He wanted to make sure that Willie was ok; although it had been weeks and all the evidence of that night would be gone, but Terry needed to know Willie was ok for him self.

Willie pulled back to catch his breath, when he heard the man chuckle. "I don't know about you but I couldn't for get a kiss like that."

"I knew it was you." muttered Willie.

"And you just couldn't resist confirming it with a kiss." Teased Terry.

The grin on the strangers face told Willie that he was only joking, that and the fact that the man was still lapping his neck with kisses. This time it was Willie who groaned witch maid Terry deepen his kiss even more.

Terry lifted Willie up and pined him against the wall, Willie feet dangled about four inches off the ground which put him at the same height as the stranger. It was then that Willie realized that he still didn't know who this man was.

"Who are you?"

Terry smiled at the question, then grinded his hips together with Willies. "Zorro." He whispered as he intensified the pressure and the pace. Willie clamped down on the strangers shoulders with all his might. He was trying his best not to come in his pants, especially now; seeing as how Blaze took all his other clothes to the car.

"No!" Willie panted. "What's you real name."

Terry increased his pace; pumping and thrusting into Willie, driving the younger boy slowly mad. He could hear Willie's moans becoming louder, the hands at his shoulders were squeezing as tightly as they could trying to hold on to some form of control. He kissed Willie deeply to stifle the whimpers of pleasure. The last thing he wanted was for Willie to walk out of here embarrassed. He replaced his lips with his ring finger, sliding it in and out of Willies mouth with ease. Leaning in close he nibbled at the younger boys earlobe. In a husky voice filled with lust Terry whispered. "You want to know my name."

By this time Willie could do nothing more then shake his head as a reply. All of his higher functions were shutting down on him as his body tensed up. He wrapped his legs around the strangers hips, Willie wanted maximum contact. The man was whispering something in his ear as Willies body fever pitched into overload.

"My Name is Terry McGinnis, so now…"

Willie exploded. He only regained enough of his mental processes to he the stranger finish his sentence before he left.

"…you know the name of Zorro."

Willie had ruined his new pants, but what upset him more was the fact that he was to bubble headed with lust to hear Zorro's real name. He quickly gathered his things when he realized that he couldn't go out their with a large come stain soaking through his pants.

Then he remembered Zorro shoving something in his hands. He looked around for what he had been given and found black cargo pants with the letters TM running down the sides. The pants were a little to big but they would do for now.

Willie slipped them on and adjusted them so that they'd look ok. He'd just stepped out of the changing room when he saw Blaze walking his way. She had just finished talking to Terry.

"I was about to come in there after you, what took you so long."

"My zipper got stuck." It wasn't a complete lie. "What did he want?"

Blaze knew that Willie hated the jocks and he had good reason to. The jocks had bullied him for years now and Terry was a jock although not a bully, Blaze had tried to get Willie to give Terry a chance but to Willie, Terry was just another jock that would beat him up if he got the chance.

"Who? You mean Terry."

"Yes, Terry."

"Well, wile you were fighting with your zipper me and his little brother went to grab a bite."

"Oh."

Blaze didn't feel it was necessary to tell Willie that she had invited Terry to the club, that would just give him a reason to say he wasn't going and she'd be damned if she let him do that. Blaze gave him a once over.

"You look hot." Then she noticed his pants. "Um, Willie when did you get letter pants."

"oh, I got them not to long ago."

"Well next time get them done in your Letters. WW not TM. I'm telling you newbie's need to be supervised at the mall."

Blaze hopped in Willies car insistent on driving her self home."

.n..


	3. Chapter 3

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_Hi all. I did a revision because the other one was a little confusing and just jumped right in to the meat of things. I got some good advice and decided to take a step back and move the story at a steady pace. Anyhow I'm going to add in more writing to clear up the confusion. I won't change anything to drastically, that could be confusing in and of it's self. I'll do my best to fix it up and move it along. Sorry for the long wait and not updating on time but life got really wild… In a good way. Any how thanks for reading and pleas give me your input on the fic it helps. _

-----

Bruce was at home with Ace eating their evening meals. He had ordered in again seeing as how he'd long given up on finding a replacement for his late friend Alford. Chinese as usual, today was Wednesdays and he always ordered Chinese on Wednesdays, but never from the same store twice in a week and never the same meal. He didn't want to leave and obvious pattern of behavior. But that had been the reason for doing this anyway, to establish a pattern; however old habits are hard to break. His mulling was brought back to attention from a voice on the phone.

"Bruce! Are you still there?"

"Oh, um Barbra.' He had been so engaged in his past memories that he'd almost forgotten that she was still on the line. "Sorry."

I hear you wrangled yourself a new errand boy."

"I never wrangled anyone. You all came to me."

"Maybe for once you should try to talk someone out of it."

"Would it have worked for you?"

She didn't say anything and he knew she wouldn't.

"Good night Barbra."

Bruce hung up the phone smiling at the expression he knew that Barbra would be wearing right now.

Bruce was just about to go to bed when his phone sung for the second time. He wasn't expecting any callers, at least not this late. He looked over to Ace and patted his head. The Great Dane had popped up from his resting position. He murmured something and Ace began to ease back into his former position.

"Yes McGinnis."

"I'm sorry Mr. Wayne but I'm not Terry."

"Who are you…"

"And how did I get this number? Pleas one question at a time Bruce, My name is Emma Frost and how I got your number is not important right now. And no we haven't met."

"How?"

"That's not important at the moment either Mr. Wayne."

"Look lady, this…"

"Is getting a little annoying… yes I know and I'm sorry, it happens when I'm nervous."

Bruce stood quiet on the phone for a second. He needed time to think. He had heard of the name Emma Frost before. He punched her name into his computer and ran a full background check on her and then begun to resume the conversation.

"So what do you want?"

"I'll get right to the point; I need your help Mr. Wayne, it's a matter of life and death."

"You still haven't told me anything Mrs. Frost."

The computer had just finish tracing the call and pulling up her background. He knew he'd heard of her.

Emma Frost AKA the White Queen. Former member of the Hellfire Club and now headmistress of Xavier's institute, she's a Homo-superior a powerful telepath that can take a diamond form.

Bruce sighed into the phone. "You were saying Mrs. Frost."

"I was waiting for your computer to feed you my info."

"It has."

"Good then you know where I live come to the institute so that we can talk in person, oh and do bring Terry; I'm dying to see what the new Batman looks like. Oh and Bruce …

Emma had been really helpful, using her abilities to warn him of Ink's next strike. She called it a show of good faith... Well Mr. Wayne I hope to see you soon.

"Click."

Bruce looked intently at the phone for a bit longer before turning back to his computer, this was going to be another sleepless night, but he refused to walk in to a situation without the upper hand.

.n..

Terry was half way into his Zorro costume when he got a call from Bruce. Twenty minutes later he was at the power plant waiting for ink to strike. He didn't really think she would. In truth he thought that this Emma lady was a fraud. Homo-superior were a dying breed. He had done all the research; you don't become the new bat man and not do your homework. Genetic splicing was the closes simulation one could get to being a Homo-superior now-a-days and that was but a pale shadow of what a Homo-superior was.

Terry couldn't help mull over the fact that he was missing the party, and his own version of a Homo-superior would be there dancing and having fun. Willie did look really superior in that get up and terry couldn't wait to see him in it again. Damn… brains and look every ones going to be all over him. There was a twinge of jealousy at that thought.

Terry sat there for another hour and no ink, he tried hard not to think of Willie cause that was just to distracting, the only other thing to do to help pass the time was trying to figure out this Emma person.

The woman was a good hacker that's all, a damn good hacker and an even better investigator. How else could she get the number to the bat cave and know all about me and Bruce. This thought did not comfort him in the least. There was a mad woman out there just as good with a computer as oracle and that was a scary thing.

He looked at his watch again. In the next fifteen minutes he would have been here for two hours, not that he hasn't done a stake-out that lasted longer then two hours before. Though usually his stake-outs were founded on something more concrete then some laimo's say so.

Terry had been going over Emma's background check for the ninth time when he caught sight of the tar bitch. He still had a score to settle with her and his blood boiled with anticipation. He followed her in to the warehouse swearing that this time she wouldn't get the best of him.

.n..


	4. Chapter 4

.n..

Terry arrived at the party late as usual, four hour's late in fact, but Ink needed to be handled. Though how that Emma lady knew was bugging the hell out of him. He still didn't think she was a Homo Superior. She could have been in cahoots with ink and sold her out.

Terry winced as someone in the crowd elbowed him in the ribs. "Hay no cutting the line ass hole."

The tar bitch put up one hell of a good fight. Now more then ever Terry was happy he picked out the Zorro costume. It covered all the black and blue marks he'd gotten from taking her down. He was just happy that it didn't take much longer or he would've missed the whole party.

Blaze really did know how to throw a party. The line went on for two blocks. It was a good thing Blaze put him on the list. Terry gave the doorman his name and was let in immediately. He could hear the grumbles and complaints of some of the other people that had been standing out there for hours waiting to get in.

The club was packed with people, some he knew, others he didn't. He looked around the room hoping to get a glimpse of Willie when he spotted Dana Dancing with a guy in a batman costume.

Other then the fact that his ex-girlfriend was with someone else, who just happen to be free at the last minute, which really galled Terry; the night was going great. He nearly got his ass kicked by goop, the guy he's been lusting over is not here and his ex-girlfriend was having the time of her life with some guy that could have been in the picture before he was even out. And he's wearing a batman costume. This was just fucking great. "Being batman sucks!"

Blaze had just walked up behind Terry she had seen him come in and wanted to say hi. "What was that Hun?"

Terry turned around with a flabbergasted look on his face that quickly turned into a welcoming smile. "Oh, hi Blaze. I didn't see you there."

"What was that about batman?"

"Oh nothing, I was just thing out loud." Terry glanced over at Dana and her dance partner. Blazes eyes followed the direction. "Oh I see. Yeah how lame is that."

"Yeah." Terry piped up. "He could have gone for something that required a little more thought."

Blaze smiled and decided to change the subject before Terry got all worked up. "I saw you come in so I decided to come and steal the first dance. "Blaze dragged him to the dance floor and kept him there for the first, second and third dance.

"You're quite a thief."

"Stealing dances is a side hobby of mine, I'm really proud of how good I am at it."

Terry could tell that she was trying to keep him as far away from Dana and the bat fake as possible. He couldn't blame her, he did have a reputation for having a temper, not that that had been a problem for a wile now, but blazes main study was psychology and if he was to regress this would most likely put him over the edge.

"This is quite a party you got here."

"I try my best hun." Blaze smiled at him, finished the dance and then passed him off to the next waiting patron. If Terry didn't know any better he would swear that blaze had this planned.

He was on his fifth dance, but this time it was with some girl in a cat woman get-up. She looked really good. Terry danced with tons of people before he became aware of Willie dancing in the corner with some tall blond. He wouldn't have recognized him had he not seen him in hot topic putting the outfit on.

And just as he thought, Willie was surrounded by a crowd of hot people. The music stopped for a moment as the D.J. gave a short update as to when the club would be closing. Terry waited for the next reggae song to come on and then walked across the room to where Willie was dancing.

Terry looked at the guy Willie was dancing with. "mind if I cut in." he gave Willie a smile and then pulled him away from his date before the guy could object. The guy gave Terry a venomous look before stepping aside and smiling at Willie.

"I'll go get us something to drink."

Something about that guy maid the hairs on the back of Terry's neck stand up. Maybe it was the fact that he was on edge, or it could be all the training that Bruce drilled into him, what ever it was it was second nature, so Terry couldn't help but notice that the aura of the club was somehow out of place.

Willie beamed, he hadn't expected his wet dream to be here, not that he would confess to him being his wet dream. He was becoming a perfectionist at making out that stubborn chin. Willie looked up into the taller mans eyes. He could see the fire in them the lust and he had that same kind of fire that same kind of lust. Willie leaned in close to whisper something in Terry's ear.

Willies voice was husky and pleasant; the heat of the shorter mans breath along Terry's neck made him forget about his troubles.

"Why is it that whenever we meet your face is half covered?"

Terry pointed to the blond in the batman outfit. I think you have a thing for men and mystery.

For along while Terry and Willie grinded their hips together in beat with the music. Their hands danced over each other with feather touches, as they dipped and gyrated in pulse with the song. They were quite a scene. They didn't recognize anyone or anything else as they dance. Their bodies were so close that the friction of them snaking together could make you believe that they could start a fire. Their dancing was fluid and hypnotic. Willie added a more pressure to his hips as his finger tips drowned into Terry's shirt. He wanted to touch every inch of his wet dream before he had to let him go.

Terry had become fully aware that every one was looking at them, but at this moment he didn't care. He heard the whispers of some of his fellow classmates wondering who he was. A group of girls giggled as they joined the dance floor. A small crowd had gathered around to watch. Some people cheered them on, others were disgusted and walked away and then there were the ones that spurred them on, and those few dragged their partners away to some hidden corner and did what Terry longed to do to Willie.

Just as the song was ending Terry could feel the hairs on the back of his neck stand on ends. "Mind if I cut in." the voice was sharp and still venomous, the guys body slid between him and Willie. He handed Willie a cup of sparkling cider and smiled and him.

"You look like you could use a drink. I got you friend one to."

He passed Terry the drink half heartedly causing him to spill the liquid all over his white shirt. Terry was not amused. In fact all he wanted to do was knock that shit head into next week. He knew that the guy dumped the drink on him on purpose, even though he was acting as if it was all just a mistake.

"I'm so sorry, I should have been more careful. if you hurry and but some water on it, I'm sure it will come right out."

Terry smirked at the man. "I'll do that." the turned to look at Willie. "Save me one more dance, will ya."

Willie smirked. "I will."

Terry couldn't put his finger on it, but he really didn't like this guy and now that weird feeling was coming back. He began to study the room, mentally categorizing everything, just like Bruce had taught him. Always trust your gut Terry, that's what Bruce kept on telling him and right now his gut, was telling him that something was going down.

He was nudged out of his train of thought by a sexy red head in an angel's costume. "Hey stud, will-ya dance with me like that." The grin on the guys face was charming.

Terry smiled. "Sure." The guy was hot and he'd be dammed if he let Dana have all the fun, besides he was hoping to piss her off. Not to mention take his mind off of bashing the hell out of Willies boyfriend.


	5. Chapter 5

.n..

Terry couldn't help but notice that the guy he was dancing with kept looking at Willie, not that that was odd. Everyone was looking at Willie tonight. Blaze did a good job at picking out the costume, but this was different. The guy didn't have that I want to shag the hottie in the noble's costume look. He had the look of someone on the prowl. Terry was all too familiar with that look.

Terry moved to the beat as best he could, but in truth he was a little on edge. The techno beats pulsed throughout the club, song after song, upbeat and modern keeping everyone glued to the Dance floor. Terry talked to the hot red haired Angel he'd been dancing with,

"So what's your name Zorro?"

"Terry, what's yours?"

"Joshua, nice to meet you Terry." Joshua gave Terry a hardy hand shake.

"That's some grip you got there."

Joshua was trying to be as careful as he could; his mission depends on him maintaining his anonymity. He had been going through his mental check list. Find David and bring him back to Xavier's Institution, did that. Safely remove David's psyche from Betsy Braddock's mind, did that, kind of. Not everything went as planned, and now David was back on the prowl, and if Joshua didn't start focusing, he might blow his cover.

Joshua smiled and put on the charm. "Ah, c'mon city boy, that's nothing."

Terry wasn't fooled, he knew Joshua was lying. Knowing how to read a person was one of the things Bruce had trained him to do, and now it was paying off. The only thing Terry couldn't figure out was why Joshua felt the need to lie to him.

Joshua sneaked a glance over Terry's shoulder. David was still dancing with the guy in the noblemen's costume, but he could tell that he'd have to make the switch soon. Time was running out, the apparent signs were starting to show on David's body, and they were growing stronger buy the hour.

That was the fifth time Joshua looked over in Watts's direction. Each time Joshua looked over there Terry became a little wearier. It didn't take long for Terry to realize that Joshua wasn't looking at Willie, but that still didn't help ease his emotions, In fact, it maid him more fearful for Willies safety.

"I he your ex or something." Terry nodded to Willies Dance partner.

Joshua smiled sheepishly "His name's David and we use to be… partners."

Terry inspected willies dance partner. Bruce had drilled into him a few solid facts, and knowing your enemy was one of them. Not that David was his enemy, though he had taken the right steps in that direction. The David's hands where shaking, he was staggering off beat to the music and leaning heavily on Willie. If Terry had been anyone else he would assume that David was just being affectionate, but he wasn't anyone else. Davis didn't look so well, Terry also notice that over the last few songs Joshua had been maneuvering them closer to Willie and his ass hole of a date.

"So Joshua; how do you know Blaze?"

Joshua was going to lie but he saw no need to. "I don't."

"So who invited you?"

"No one, I heard a hot party was going on, so I crashed?" Joshua was dancing even closer to Terry now. "You're not going to have me thrown out are you?" Joshua smiled knowing full well that Terry wasn't going to get him kicked out.

They danced for a little longer, even went to the bar and got some sodas and talked over drinks. Terry knew that Joshua was keeping an eye on the guy with Willie. Which is what puzzled him, if Joshua was trailing this guy why would he get so close to him just to back off for a drink? Terry could only come up with two conclusions. One Joshua was giving him room to make his move or he was working with someone.

Terry studied Joshua carefully going over him from head to toe, keeping a mental note of what Joshua was wearing. The guy was drop-dead gorgeous, he'd give him that. Terry noticed a flashing light coming from Joshua's wristband.

"Your wrist is flashing."

"What?" Joshua moved his ear closer to Terry to hear him clearly.

Terry pointed to the yellow and blue wrist band that was flashing off and on. It was the only thing Joshua was wearing that didn't match. Then he remembered seeing other people in the club wearing the same kind of wristband.

"Oh, it's my phone." Joshua pulled back and answered it. This gave Terry the time he needed to visually sweep the room. He spotted three other people in the room with the same kind of wristband and all of them were using it at the same time. One was even dancing next to Willie and his date.

.n..

Willie couldn't believe the turnout, blaze only invited a few people but there were over a hundred people at the club. He had to admit the guy she had set him up with was very attractive. So why did he keep looking at Zorro.

"You seem distracted."

Willie could hardly hear a word that David said.

"Sorry, I'm just not really a big club person. It's kind of all new to me." He didn't lie, not really and there was no way he was going to tell his date that he was eyeing another guy, but he could tell that David knew.

"Who is he?" David glared at the guy in the Zorro costume.

"I don't really know. I just call him Zorro." Willie's voice was getting kinda sore from all the shouting. He was about to mention but David got to it first.

"Do you want to go some place quiet, where we can talk?"

"Sure."

.n..

Terry watched as the guy led Willie in to the back of the club where the emergency exit was, three people followed him, all of whom had been sporting a wrist watch, the same type of watch that Joshua is wearing. Seconds later Joshua had found a reason to excuse himself.

Joshua walked gracefully through the crowed club and toward the back exit. Terry followed him, carefully keeping his distance so that he wouldn't be spotted.

The back of the club was virtually empty. Only the more carefree types inhabited this part of the club. The music was much lower and the lighting faint. Terry looked around to see if he could find Willie among the small group, but both he and his date seemed to vanish.

Terry spotted Joshua at the last minute making his way out the back exit, and then he heard a scream. Terry raced toward the exit door with all the speed he could muster.

.n..

Willie followed David out of the club and into the back alleyway. He didn't question the chosen location. He needed fresh air and they wanted to talk. The front of the club was packed with people talking, all of whom are waiting to get into the party, and the back was the logical choice being that it was both quiet and outside. The only noise that could be heard came from the junk yard across the street, and that was bearable compared to what was coming out of the club.

David staggered out the door. He couldn't keep hold of his body much longer; he'd have to make his move now. He let lose his powerful psyche, just as four people came bursting through the club door.

"Don't move David."

David watched as Julian Keller other wise known as Hellion, flung his hands up in the air. He could feel the telekinetic field that Keller was erecting around Willie.

"You're to late Keller, I've all ready began to claim him.

"You haven't taken full hold of him yet." Julian strengthened his shield.

David was amazed at how powerful Julian's telekinetic powers were. He'd gone toe to toe with tons of telekinetics and none have been as powerful as Julian Keller, in truth he didn't think his telekinetic abilities were as good, but luckily for him Keller didn't have the skills to match his raw power. Pushing his way through the shield would be hard but not impossible.

Julian could feel David slipping through his shield; it was taking all he had to slow David down.

.n..

Willie felt an invading presence in his mind. It was driving him into darkness, he was losing control, and still he fought for every ounce of mental ground he lost. He'd be damned if he'd just give up.

.n..

Julian looked around for his comrades. Joshua was on the floor by Blind-spot's side. Her body had begun to turn back to its true form. But it was weak, withered and burnt out, like all the other bodies had been after David left them. Luckily for her Joshua's blood could heal any physical damage done. Although Julian wondered how much mental damage would need healing.

Alleyne was looking around the room for something to throw at David. He still had the knowledge of Hank, Eric, and Forge in him. He knows that the only way to stop David is in his pure energy form. He just had to recall the memories of how the x-men stopped him last time.

Julian looked over at Alleyne and Cessily. "Would you two do something, I can't hold him back forever."

"I'm thinking." shouted Alleyne as he pulled Cessily back just as she was about to run into battle. Alleyne's hand wrapped around cool metallic skin then a memory came rushing into his head. Colossus had defeated Proteus by running through him in metallic form.

Alleyne looked Cessily in the eye as he shouted. His voice almost mimicking Hank's. "Run through him."

"What? Are you crazy?" Cessily knew how it felt to have pure energy pulsing through her body and she was in no way ready to feel that kind of pain again.

Blind-spot's body was healed, but she couldn't handle the stress it had been put through. She was out cold and Joshua didn't know if she would ever wake up. He had done all he could for her.

In a rage Joshua twisted around and leaped for David's knew form, he was unaware however of how much control David had attained of the boys body. He watched as the remaining portion of David's energy figure looked at him and smiled. Half of David's energy form was already merged with Willie's; it was the half that was still out that laughed at him.

"Just do it Cessily or we'll all die." Demanded Alleyne.

Cessily saw the boys hands raise, old machine parts from the junk yard melded together to make four armored men. Two of which were attacking Joshua and now pulling off his wings. She watched as Joshua's wings were ripped from his body. Joshua screamed in pain but kept heading for David. Cessily ran full force, trying to reach David before Joshua. She really hoped she was fast enough; she didn't want Joshua to get hurt or worst killed.

Cessily's liquid metallic body passed through David's energy body at the same time that Joshua did. There was a bright flash of light as David's energy form exploded out in all directions. Every one screamed in pain as the psionic energy coursed through there bodies.

.n..

Terry exploded out the door and into the alleyway, everything was happening so fast. He needed to quickly assess the situation. All he new for sure was that Watts was being attacked by something. When Terry was ready to spring into action a blinding light filled the area, at first he could see nothing, but then the blinding light died down. He mentally studied the area, four bodies, two females, the others male, one of which was Joshua. Four machine like man-things surrounding two men, one was Willie. Willie crouched on the floor behind a dark haired teen that looked like he's seen better days.

Julian had managed to pull Willie behind his shields just in time. The mental burst had weakened him but he wasn't out for the count yet. He still had a little power left and when that was gone he'd kick butts the old fashion way.

Julian saw a young man bound out of the club, this was not good. Bad enough he had to play bodyguard for one person, he didn't think he could do it for two, not now anyway. In his current condition he could barely move.

"Go back inside; it's not safe out here."

The main threat was gone but he still had David's nasty little machines to play with. Normally four against one are fair odds, (when he could move.) but now the odds are against him.

"I said go back inside!"

"No, but thanks; I can handle myself hotshot and anyway the tin heads don't look so tough."

Terry ducked a fist to his head effortlessly, and then retaliated with one of his own.

"C'mon tin heads." He made short work of the first two and then helped the stranger pick off the other two. But at some point in the fray he lost his Zorro mask.

Willie watched as one of the robots came for him. He didn't know what to do, its not like he was a fighter, unless the fight was a complex math problem. He could hear chanting but not much else. The two guys fighting were marvelous; it was then that he noticed that one of the fighters was Terry. The robot approaching him made him incessantly more frighten. His mind ran rampant and his life flashed before his eyes.

"All he could think of was the night when the clowns had nearly pounded the life out of him and how a stranger came to his rescue, beat up the baddies and hauled his bloody ass to the hospital, then home and he'd kissed him without even knowing who he was, twice."

"Terry. Terry, Terry!" at first his words was nothing more then a whisper of realization, then that whisper turned to lust and acceptance, but his final call was that of fear as the machine shadow lingered over him.

Terry heard Willie scream his name. His eyes drifted over to the corner were Willie was. One of the fallen machines had gotten back up and was making a B-line for Willie. Terry was at Watts's side in a second and in just a few seconds more there was scrap metal at his feet.

By the time it was over there was a crowd of people out side. Terry had pulled Willie off the ground. Willie was badly shaken up but other then that, he was ok.

Julian went to go check on his comrades. Blind-spot was ok and was getting up and David Alleyne A.K.A Prodigy was being helped to by Cessily Kincaid A.K.A Mercury all was looking like it was going to be ok. Then he heard some one yelling out his comrade's name.

"Joshua!"

Terry shouted after spotting Joshua on the floor with his costumed wings snapped off lying in a pool of blood, it was then that Terry realized that Joshua's wings were real. Joshua was pail and shaking, not quite in total shock but still not all there, Terry could hear Joshua murmuring, but nothing he said made any kind of sense.

"_The trouble with most of us is, we'd rather be ruined with praise than saved with criticism. It's in here, all curled up in my head. So evil, bad, bad, we've been. I like playing with the toys daddy but the kittens never live too long. It's twisted up with my thoughts. Her eye will wither the world. The ending was a real bruiser, but in a good way. Like a lashing after hot kinky sex. Oh here come the big lights, time to say night. Turn in, turn in. In the end, the red just isn't red enough."_

Cessily was at Joshua side holding his hand, tears running down her face she whispered. "Is gonna be ok Jay. It's gonna be ok." She looks at Prodigy her eye pleading for some reassurance. she stuttered. "Wh… Why isn't he healing, Why isn't his wings growing back. His bloods like magic, it heals people, he should be healing."

Terry was about to call for the ambulance when Joshua's body began to glow. "What… What's happening to him?"

Blind-spot grabbed his head. "He has Proteus's psychic residue in him he may even have bits and peaces of Proteus's energy in him."

"Who the hell is Proteus?" Terry didn't like not having all the facts. Another little something he picked up from Bruce. Unfortunately he wasn't going to get those answers.

Blind-spot looked at Terry not knowing how much to tell him, she had decided on giving him the media version, but that was blown to hell when she felt a presence, the mind was all to familiar and this wasn't just psychic residue. She whipped her head around in time to see a young male running off. She knew who it was, quickly she checked around for the bag that held the eye of the fates in it.

As Terry asked his question, the lights of a truck clicked on.

"It's Proteus!" Shouted Blind-spot as the car came full force in there direction.

Joshua sprung up off the ground. A soft glow radiated off him. "Turn in, turn in." he whispered.

The glow became blinding and when the light cleared all was gone.

.n..

Joshua was gone and so was Proteus.

"What the hell is going on." demanded Terry.

Julian paid Terry no mind. "We have to tell the white queen what happened."

Terry stopped for a moment. I've heard that name before he whispered to himself.

There was a small crowd forming and too many people had seen what was going on. Julian looked at Blind-spot are you up to giving our spectators the whammy.

Terry looked confused. "The what?"

Blind-spot smiled "The whammy, it a mind fuck hun, you wont remember a thing, well you will but it wont be true."

.n..


	6. Chapter 6

Terry cleared the cobwebs from his head. There was a moment of confusion before he remembered what was going on.

Nash and his friends followed Willie and his date out. Being the homophobes they were they picked a fight. Seven to two, not much of a fair fight, though wills date didn't stick around to help and Watt's wasn't a fighter, however from the looks of him he did try.

Now only Terry stood between Nash and his goons. At least the fight would be fair he thought. Terry made a mental note to watch out for Nash's left hook, because his jaw hurt like hell. Then he made short work of some of Nash's friends. Now it was only him and Nash.

"Just let it be Nash." Terry advised.

.n..

Blaze walked out the back exit of the club, she'd heard that there was a brawl going on, but she never expected to see Willie behind Terry, as Terry and Nash was about to go at it.

"Stop protecting that fag, Terry! We don't want any fags at our party."

"Or our school chimed an onlooker."

That was it for her; she was through with Nash's antics. This would end now.

"Go home Nelson!" She screamed at the top of her lungs.

"But sweetie."

"I don't want you here if you're just going to be an ass."

A man in nice clothes walked out the door and over to Blaze, he whispered something in her ear.

"No! They can't do this to me." She pouted as a number of police officers arrived and started to send every one home.

Terry walked over to Blaze. "What's going on?"

She glared at him before stating. "The cop's are closing down the club for the night, thanks to you two." She walked off inn a huff.

Terry glared at Nash then walked over to Willie. "So Watts how come when ever we meet, I always end up saving your ass."

Willie looked up and into Terry's eyes. "You're Zorro?"

"Yeah, unless it was some other person who handed you his new T.M. cargo pans in that dressing room."

Terry helped Willie to his feet. He could see that Willie was a little distracted. His eyes followed Willies directions and he caught a glimpse of Blaze heading back into the club.

Willie wanted so bad to kiss Terry. He wanted to press his lips up to the other boys and make them swollen and hot. He wanted to show Terry how grateful he was, to show him how much he craved him, but there were too many people.

The last thing he wanted to do was have everyone picking on Terry like they picked on him. And then there was Blaze. She was really upset and he couldn't just let her walk off feeling like shit. She's his best friend.

Willies hand slowly moved up to touch Terry's face, but he redirected it to brush a few strands of hair out of his eyes. Being so close and not being able to touch Terry like he wanted was a nightmare. He had spent all night looking at him in the Zorro outfit, just wanting to be closer to him, and now that he was finally within arms reach he couldn't touch him.

Willie couldn't take this anymore; he needed to get away before he lost his mind. "I should go see to Blaze." He marched for the door as fast as he could with out running; he looked back at Terry before ducking inside. "Thanks…Terry."

Terry could see the turmoil on Willies face, the need alone to reach out and embrace each other was almost tangible. Terry watched Willie walk back into the club after Blaze, and then he sauntered over to Nash.

"Take your trash and go; I'm through playing with you."

It was the steal and well honed Batman voice that he was using now, and the no shit face he had would make Bruce brim with pride.

Nash and his boys packed up and left. They walked to their cars and like a true bully, Nash shouted out of the window of his car just before driving off. "This ain't over!"

.n..

Days later

There was an uproar in the Hamilton High Lunch room. The mob surrounding the two boys was rowdy and baying for blood as the pair circled each other menacingly.

"Fight - fight - fight," chanted a bunch of boisterous freshmen, pumping their fists in the air.

Terry sat on the table in the corner of the lunch room, arms folded and expression grim.

"Why can't they give it a rest - it wasn't that funny," he said to Max, who was sitting next to him, trying to concentrate on her textbook.

"They must have done this show about fifty times now, and the whole thing was getting really tired," Terry continued crossly.

Terry took an aggressive step towards Nelson Nash, and the crowd simmered down with anticipation and glee.

Max quickly pulled him back. "If they see how offended you're getting, they'll just do it more," said a patient Max, who had listened to Terry's views on this subject numerous times already. "Just be glad Blaze isn't here to watch this stupid fight again.

Where is she, anyway?" chimed Dana.

"In the library with Willie, of course," said Mel gloomily. "He's already panicking about the mock exams - I mean, they don't even start until January, and they're not even the real deal anyway. Honestly, she spends more time in the library than she does with Nash these days. and Nash is hot."

"Can't blame her though, what with all this nonsense going on between her and Nelson," said Dana.

Terry knew full well that Dana's last comment was a not-so-subtle dig at his own behavior as of lately. Mind you, she didn't have a clue as to what they entailed; but he was spending less and less time with her and more and more time with Mr. Wayne.

She was giving him a second chance and he was still making all the same mistakes. Though his second chance was more for her then him, truth be told. She had caught Willie and him, two nights ago after the party sneaking a heated kiss, when they thought no-one was looking. She couldn't stand the idea of her ex being gay. What would people say about her. She could fix him, she knew she could. They hadn't seen her; all she had to do was just act like she didn't know and play the kiss and makeup card. She wouldn't give him a choice. It worked, kind of.

There was another roar from the crowd as Nash managed to huddle behind Dean and cry out help, help; Oh! Terry pleas just make him stop!

"That's it!" said Terry, annoyed at seeing this mockery.

Terry leapt to his feet and Dana automatically reached out a hand to drag him back.

"Don't Terry - it's just not worth it," said Dana feebly.

Max had beet him to it; she had plunged straight into the middle of the crowd and was shouting her head off.

You think this is so funny, but it isn't in the least," she yelled. I've had about enough of it now, and so has Terry, Willie and Blaze. All Willie was doing the other night was trying to have a word with… his friend about something, and then you waded in and attacked him because you heard a rumor that he was gay, so Terry helped him out-"

"That's not how it looked from where I was standing," said Nash scrambling off the floor.

"Nor me," agreed Dean.

"Well, I should know, because I was standing closer than either of you two." said Terry.

"You mean, you should know because you're kinda like his boyfriend now," said Dean, with a derisive laugh. "But is he really all yours Terry, or do you have to share him with Max? She's butch enough. Are you having little threesomes -?"

Terry launched himself furiously at Dean, and suddenly Melanie, and Max was at his shoulder, this time showing little enthusiasm about holding him back.

"Stop it - don't fight," Dana said quietly and urgently in Terry's ear. "Think about your wrestling match tomorrow. You won't be able to play if you get injured."

"I'm not going to get injured. I'm going to injure him!" said Terry, making another lunge at Dean, but unable to safely slug him without hitting any of his friends.

"Go on, have a go if you think you're hard enough, Terry!" jeered Dean.

"Shut your face, Dean," said Max sharply. "Or we'll let him go."

"Oh, I'm so scared." That got a laugh from the crowd and then Terry slugged Dean.

This time the uproar in the Lunch room was real and The "Fight - fight - fight," chanting was overbearing. Principle Akpette was called in, but by that time the damage was done.

.n..

**_Xavier Institute. _**

"No Scott, I thing their ok; but their still a little sad."

"And what about all those people in Gotham."

"Blind-spot told me that she gave them the whammy, so no-one's gonna remember a thing. Everyone just thinks it was a big fight."

"Do you think Joshua survived?"

"There's no way of knowing for sure but I think it's safe to assume that he did."

"Have you heard from him yet?"

"No, no one has and I can't find him, I even tried using cerebral."

"And what about?"

"Proteus… He's alive. The news is out Scott. Not only has the mutant population been decimated, but something's going down under our nose and I don't know what it is. I hate to admit it but I had to call in some outside help. The Batman, he'll be here tonight."

"You what!"

"Sooner then later, our enemies will come looking for us and I don't plan on being caught off guard when they do."

"If you want blood on your hands, so be it."

Emma heard a thud at the front door.

"I'm going to protect these kids at any cost, Scott"

She opened the door to find a bloody Joshua, his wings ripped off. He was on the ground in front of her. The wounds were still fresh, not even an hour old.

She gasped. "Jay… Oh my God."

TBC

_Ok I hoped you liked this so far. I know I still have some questions that are unanswered. Give me time, the plot will unfold; all be it slowly and it will come.If how ever you happen to let your curiosity get the better of you, then feel free to ask, actually ask anyway.  
Not that I'm going to answer the question in full, but it will be a reminder to me of what needs to be tied up.  
Anyhow I wanted to let you know that I'm planning on writing a one chapter fic, about Joshua's absence.  
It will be dark and gruesome but sexy and informative as well.  
Look for it soon the name of the fic. Will be called._

** "Fade to black"**


	7. Chapter 7

.n...

Principle Akpette scanned the lunch room. He quickly found the root of the problem, as he suspected Terry and much to his surprise Nelson was at the heart of it.

He called over another teacher and with some elbow grease they managed to pull the two boys apart. Once or twice he could swear he heard Mr. Boreal grumble something to the likes of. "What the hell are we feeding these kids, bottled adrenalin?"

After a few minutes of prying the two apart and getting the lunch room back under control, the principle turned his attention back to the two instigators.

"Now which one of you would care to tell me what's going on?"

It was Nash that spoke up first. "Was just talking to some friends when…" he scowled at Terry for a brief moment before continuing. " Terry attacked me; I didn't do anything to him."

"That's bull shit." Shouted Terry. "Nelson was…"

Akpette had turned around swiftly. "Mind your tongue McGinnis." Terry had stopped talking, realizing that he had just cursed in front of the principle. Akpette sighed and then asked Terry what his side of the story was. After listening to both, he had come to the conclusion that a weeks worth of detention was in order for the both of them, starting today.

"You to will report to my office after the final bell today. I hope you like cleaning because you two will have the entire lunch room to do."

Nelson wined. "The lunch room, aww man see what you did McGinnis."

"You are both free to go. Barring you two can behave yourselves."

"I can." It was said in unison.

Terry stopped and turned around, he remembered that Bruce would be waiting for him after school and that he worked now, so there was no way he could do after school detention. Being a working man was looking up for a change.

"Mr. Akpette, I can't do that, I work after school."

"Well then Mr. McGinnis, I'll be seeing you on Sundays then from 9 to 5."

Terry's heart sunk, he had his whole weekend planned, he would put in an extra two hours of workout time on Saturday with Bruce, take Dana out for dinner and maybe a movie, and then do a little late night patrol work as the batman. That would free up enough time for him on Sunday to figure out how to casually bump into Willie and have another one of those heated William kisses, a short snuggle and maybe a grope, ok definitely a grope.

Terry's brain stopped. He refused to think naughty thoughts about Watts in front of the principal while being reprimanded. The last thing he would need is a woody. And why was he thinking about Willie now anyway, oh yeah, Akpette was taking his find and Fondle William Sunday away.

"Sunday, you want me to come here on SUNDAY!"

"Yes, is there something wrong with that?"

"It's… well you know Sunday."

"I know what day Sunday is Mr. McGinnis, it's the one that follows Saturday."

"And you want me to come here on that day."

"Yes Mr. McGinnis." Principle Akpette was becoming a little aspirated.

Terry began to mumble a little too loudly, at least enough for everyone in the lunch room to here. "It's true; the rumors are true, you do live here. He wants me to come here on Sunday; he really must be a desperate loser with no life."

Everyone in the lunch room started laughing, everyone but Akpette that was. Terry was still shocked; he had to be, he couldn't have said what he just said with out being in shock. He sighed, resided himself to the fact that this was going to be a long Sunday.

.n..

"William."

Willie had gone right home after school, not wanting to bump into Nash or Dean again. The pass few days have been stress full. His whole reason for avoiding the lunch room had nothing to do with studying and more to do with surviving. Blaze had been with him and that maid his self imposed exile manageable.

"William."

"Will your dads calling you." Blaze nudged him in the ribs.

They had been sitting on his bed eating what ever take out they had ordered this time and watching one of the old VHS tapes he had, Blaze had given him some grief over his love for low-tech equipment. To day she had picked out Howard the Duck and the day before that it had been terms of endearment, both of which she had sworn to turn to data bit streams so she could watch them at home.

"William"

Ouch. Another jolt to the ribs, he shifted again and glanced over to his TM letter pants. Wonder what Terry's been up to, another person he has been trying to avoid. Now that Terry and Dana were back together there was no place for him, not that there was ever a place for him. They hadn't talked about it. Come to think of it they never really did much talking, aside from the witty banter. Admittedly Willie, like the witty banter and the comfortable silence…. Ribs hurt.

"Ouch." He looked over to Blaze to see his father standing next to her.

"Watts, snap out of it, your dad, calling you, ten minutes now. Earth to Willie." She cocked back her elbow for another poke noticing the spaced out look on his face.

"Yeah," Poke. "Ouch, hay; stop that. I'm coherent."

"Just making sure." She craned her head. "Oh, Hi Mr. Watts." She gave them a half hearted smile before turning her attention back to the movie.

"Hi Blaze."

"Yeah, dad."

"Ah son, I need to go out of town for the rest of the week and maybe the weekend. I'm going to leave my card with you just incase something comes up and you need a little extra cash. I've maid arrangements with Mrs. Parkers down stairs so if anything happens go down and get her. Oh and don't for get your aunt is stopping bye tomorrow, tell her I said hi, and keep an eye on her. Last time she came bye she left with your bat-mitzvah money."

"Hey you told me that she took it to open a bank account for me."

"You were thirteen."

"So, I was a man, It was my bat-mitzvah."

"Yes but I'm not Jewish and neither were you, you only wanted a bat-mitzvah cause your cousin Nicholas had one, and he got lots of money."

"But you lied."

"so did you, you told everyone you were Jewish.'

"I was thirteen."

"It was your bat-mitzvah, you were a man."

"I know and you still lied to me."

"And she stole; I guess that makes us bad adults." There was a smile in his father's eyes as he said that, then his dad shook his head in the way that told Willie that his father thought he was amusing. He hadn't known when or how he lost that conversation or even if he deserved to lose this one. He was in the right or so he thought before the conversation. "Just keep and eye out ok son."

"Sure thing dad."

The minute his dad left the room Blaze leaned over and mouthed the words Party.

"Oh and Blaze no party's."

"I didn't even say anything." She wined.

She looked at Willie; her bewildered expression said it all. How the hell does he do that she mouthed again.

"Mirror, I saw you mouth the words party."

Blaze looked up to see Mr. Watts in the mirror. "That sucks, who would put a mirror there?'

"An architect." Replied Willie halfheartedly.

Actually now that she thought about it there were stylish yet oddly placed mirrors all over the house.

"That's kind of horrifying."

"Tell me about it."

"Um you kids do know I'm still here. And someday you'll think me for my security designs, anyway I'm off you kids have fun."

Blaze gave Willie one of her you know your dad is nuts look. Which Willie just shrugged off.

They finished the movie, to bags of chips and a bottle of soda. Blaze looked over at Willie, "so what now.


	8. Chapter 8

Terry went over the info they had compiled again. Cataloging and classifying all the homo-superiors at the Xavier Institute by there powers and the level of threat. He was surprised to discover that the institute housed a large number of mutants, but only a small few were class 3 and even fewer were above that.

"Terry remember what I told you."

"I know Bruce, stay back and be silent, let every one think that you're the batman."

"And?"

"And what?" Terry was puzzled had he mentioned anything else.

Bruce looked at Terry inquisitively.

"Oh; yeah. Keep on the telepathic scrambler."

"You seem a little distracted McGinnis."

"No, I'm fine. I just have some stuff on my mind."

"Set it aside McGinnis, we have work to do. Now read off that list again. Start with the high class mutants and work your way down."

"Ok um let see."

Terry picked up his note pad and forced his brain to think of the situation at hand, instead of mulling over the fact that he wasn't going to have anytime to see Willie. He read off the list of names, their position at the school and their powers.

"Kevin Ford, student uncontrollable Death touch, Julian Keller, also a student who has telekinetic powers and an old friend of yours, a teacher, goes by the name Wolverine. I'll skip over him and move on, but their all class four.

Next we have Emma Frost, Headmistress, Telepath and Diamond Form, the government has her filed as a class three. Then we have the triplets, students all telepaths. David Alleyne telepathic absorption, what ever that is, Josh Foley bio-manipulation and healing, the only other class three is a kid named Joshua Guthrie but I was doing a little digging in the headmistresses computer and found out that they have him listed as M.I.A.

"Good job McGinnis. Get every thing ready, we'll be leaving soon."

.n..

**_Xavier Institute. One hour later._**

Josh Foley A.K.A Elixir wasn't prepared for the condition his best friend was in. He headed for the infirmary as soon as he found out that Jay was back and being kept there. He rushed in and peered past Hank and Emma. It was bad, worse then he thought.

"Where is… Oh, no."

Emma could feel the emotional tug of Josh enter the room. She turned around to see Josh standing there looking at his friend with a bewildered expression.

Josh's raw emotion got the better of him; he fought back the tears in his eyes. "What… What happened to Jay? Oh god where are his wings?"

Emma push back the wave of sorrow that assaulted her. "His wings have been amputated."

If Hank didn't know Emma better he would have thought her heartless. But he knew her frank response was do too the fact that she was trying to suppress the emotional bombardment she was receiving from others. He once herd her tell Laurie that she was often frank with her because it was hard to distinguish her own emotions from others when they were really strong.

Josh couldn't help but think who would do such a thing. He had started to ask. "By..."

"Who, we don't know… but more importantly his healing factor isn't compensating, Jay is dying." Emma didn't mean to read his thoughts, but with all that has been going on she was a little wired.

"No he can't die, I… I won't let him."

"I know Josh, I know but it might be to…" Emma stopped and looked over at Jay. "He's coming to."

Jay could hear voices, people talking over him, he couldn't make out what they were talking about, and to be truthful he had stopped trying after the firs fifteen minutes anyway. That and the fact that he had been slipping in and out of consciousness made it hard to follow anything that was being said.

But now, he could hear the voices as clear as day. The haze that clouded his mind was starting to clear and he was feeling confident albeit weak. He opened his eyes slowly, and wiped some of the crust away. "Uhhh…"

"Who did this to you?" Emma prodded, she hate having to ask him such questions now but she wasn't sure how long he would be up for, she had tried numerous time's to read his mind, but found the task impossible to do.

"It'll be okay Jay… I'm going to help you out, I'll heal you." Josh stepped forward, determined to restore his friend.

Jay didn't know what it was but the thought of being touch terrified him, all he knew was that he mustn't let them touch him, not yet. The feeling became more urgent as Josh approached, it was almost animalistic. He shot up out of the bed shouting. "NO…NO! NO! Get away."

Hank was amazed at the burst of strength Jay was displaying, and by his sudden movement, but it didn't take long for his doctor's instincts to take over. "He's pulling out his stitches… We need to hold him down."

"Don't touch me! Just get away from me!" the air around him rippled. Pushing all of them back a little.

Hank moved in to grab him but found that an invisible force was stopping him. Hank looked over at Emma. "I can't get any closer… he's holding me back."

Emma tried to get into his mind and help him calm down. It was hard but she found that it wasn't impossible, she noted, his mind was less guarded when he's using his new powers."

Josh tried to move in closer to hold his friend down; he hated seeing him hurt himself.

Jay could feel Josh approaching and he feared for his friend, he screamed. "I said stay back!" another wave rippled throughout the room. Sending everything but jay and his bed flying away from him. Emma had to do something and fast before someone got hurt.

Hank looked at Josh and Emma. "We have to get him under control before he reopens anymore of his stitches."

"I'm trying to get in his mind, but at the moment it's impossible. I need him to use his new powers again if I'm going to have any chance of getting in."

"Then we'll have to get him to use them." Hank wasn't too happy with his deduction. He didn't know how powerful these new powers of Jays were or if he even had full control over them, but if they didn't get him under control soon he might kill himself. Provoking him was the only option left, albeit a bad one. He nodded at Josh and they both charged Jay.

The air around Jay crackled with energy. "Why won't you listen? I said STAY BACK!" the wave that followed sent everything flying back. Emma's timing was impeccable, she had sent the mental domination for jay to sleep just when jay was about to knock them back.

Jay passed out; his body slumped over the side of his bed.

Hank tried to move and still couldn't, his body as well as Emma's and Josh was suspended against a wall, the air still crackled with energy. "He must be a class four now."

"He's a class five Hank, that last outburst, he didn't even get to start it before I put him out. That was just the precursor to something he was going to do."

Josh ran over to Jay as soon as he could move, his hand out stretched.

Emma grabbed his hand. "Don't touch him yet, he's still not fully out."

.n..

Bruce and Terry had been pulling up to the Institute when the car had stopped moving. It didn't turn off nor did the wheals stop moving but the car didn't go any farther. Bruce pulled out a small scanning device. Psychokinetic energy class five.

"Terry!"

"On it." Terry got out of the car and popped open the trunk. He pulled out four round disk the size of a fist and put them in his jacket. "I thought you said we were invited."

"We are."

Bruce turned off the car, deciding that it would be safer then keeping it on. Who knew when the Psychokinetic energy would dissipate, and the last thing he needed to worry about was a run away car.

Terry tried to walk toward the front door. He managed to get as far as the front bumper before the same force that stopped the car stopped him. "Um, Bruce. Are you having a small problem with… oh I don't know; putting one foot in front of the other, because I kinda am?"

Bruce took a tentative step forward, his hand outstretched and ready to meet the invisible force that barricaded his passage to the front door. His hand brush the shield right before it dropped. "I think it's safe to walk now."

.n..

Emma had managed to usher josh out of the room, telling him that Jay was in good hands. Hank had deduced that it was safe to touch Jay while he was passed out, and Emma had made sure of that. She setup a few complex barriers in Jays mind to help him control his new powers.

"How is he Hank?"

"I don't know as of yet, I have to run some test but he seem stable."

"That's good Hank, with all that's going on, I don't think the students could handle another upset."

Hank knew that Emma couldn't handle another upset, even if she didn't say it. She had been going through a lot.

"And what about what you can handle Emma."

"I have to think of the students first. Their confused hank, nothing makes any sense to them anymore, they look to me for answers and protection. Mutants all over the world have lost their powers and some mutants that have been reported dead have been spotted. And it's even worse then we thought Hank. I spoke to Forge and he said that he ran a spectral-analysis, what ever that means, anyway he told me that the results of his findings were catastrophic, that another reality was collapsing in on this one."

"That would explain a lot, Newtonian physics says that the same matter can't occupy the same space. So if two parallel realities collide then. Oh my god. Forge is right, this could be the results; I would like to see Forges work."

Emma held up her hand to silence Hank. "Our company has arrived."

The door bell rung twice. Terry was about to push the bell for a third time when Bruce stopped him. "She more then likely knows we're here."

"Oh, right."

The door opened to reveal a memorable looking young woman. Terry looked at the girl before him, surely if they met he would remember. He had honed his mind to utter perfection, surely he wouldn't forget her face had he seen it and still there was that scene of familiarity. Not to mention the look on her face when she saw him. It was brief but it said more then needed.

The girl smiled. "You must be Mr. Wayne and you must be Terry, Come in… I'm Aveugle Tache"

It's nice to meet you Aveugle. Bruce extended his hand to the young woman as he scoped out the area.

"Hello Mr. Wayne. McGinnis. You're early. I hope the mutant activities don't put you off."

Emma was descending the steps as she greeted her guest. She was dressed in all white with pearls and silver lipstick. Terry was impressed. She was quite a looker and not at all what he'd expected. He thought she would look much older and a bit more distinguished, how ever that was not the case.

She was short, about 5'6 the same height as Willie and about the same weight, and her eyes where almost the same color as willies to.

Emma looked at Bruce and Terry, she motioned with her hand as she said. "Follow me; I was thinking that it might be a little more comfortable in the den. We could talk there. Terry if you want you can have a look around."

Terry eyed Bruce quickly looking for his cue, he spotted the slight nod of Bruce's, and that was all he needed.

"I'd like that."

Emma was glad Terry took the offer, she didn't think that she could put up with the stray feelings of another love sick teen. As they entered the din Emma pointed to two chairs next to the fire place, and a table with two glasses of dark rum.

"Well Mr. Wayne I'll get right down to business." She was apprehensive as to how much to tell him, the least he knew the better, but there where things he was going to find out anyway so she thought it would be best to get that out of the way.

"How much do you know about Homo-superiors Mr. Wayne?"

"Quite a bit actually. I was a member of the J.L.A you know."

"Ah right. Well then let start with what you know."

Emma didn't bother mentioning that the members of the J.L.A weren't actually Homo-superiors but mutants, she figured how ever that the difference mattered little to him as it did most people. She was also finding it hard to pick up anything from him, not that she was trying but still, most people who weren't telepathic didn't have as much control over there thoughts. " Terry attended a party not to long ago where the cop were called because of fighting. Well that's not really what happened."

Bruce's expression still had that same flat look and his voice didn't rise or fall, it kept its even tone. "That much I know. Me and terry figured out that there was something bigger going on then just tow boys fighting. The scuff marks in the alley indicated that there were any where from six to ten combatants. The DNA analysis insisted that some of the combatants where Homo-superiors the cop call and response time was iffy to, oh and the most important thing was that Terry's brain algorithms where slightly off. So Ms. Frost. I came here for two thing really one to get the facts and two to fix Terry whatever it was that you did to him."

Even without her powers helping her, Emma knew that no bull shit tone of voice and in truth she would have expected nothing less from the take charge dark night, but she was not one to be cockled. And she thought now was as good a time as any to knock the man down a notch or two. Emma steeled her self, gaining her composure before she faced those cold blue eyes.

"Mr. Wayne…"

Terry wandered around, poking his head in and out of empty rooms, or not so empty as the case may be.

"Hi." The voice came from nowhere.

Terry turned, looked behind him and in front of him, the hall was empty, nor was there anyone in the room he'd just left. But he distinctly heard a voice. He cleared his mind and started to implement some of the batman training. He listened for breathing, looked for signs of misplaced shadows, any evidence of anyone in hiding.

He closed his eyes and cleared his mind of all distraction. He heard the slight intake of breath and grabbed out with lightning reflexes.

"Shit." The air that Terry was holding began to squirm, and slowly it took on the form of a young man. A young woman walked out of a room not to far off.

"Ha, I win, you have to do the cooking for a week."

"Dude you can let go of the ninja death grip."

"Oh yeah, sorry." Terry extended his hand. "I'm Terry."

"Nice to meet ya Terry. I'm Chloe and the half pint you're holding is Desmond."

"So you're new here eh, what's your power? As you can see I can go invisible. I turn other things invisible to, but I have to be touching them, and Chloe here can't do anything to ya, so long as you're awake that is."

"Shut up Desmond, I can alter dreams."

"Yep she's our very own Freddy."

"Keep it up Desmond and you won't have a goodnights sleep for a week… So what did you say your power was?"

"I bet its heightened senses, and reflexes. I'm right aren't I?"

Terry just smiled sheepishly. _They think I'm a mutant._

"I knew it. I keep telling Emma that I have some mental abilities but she keeps saying no, but if I didn't then how would I have known that he was a mutant, Hmm Chloe, or what his powers were."

"Desmond shut up, sorry he doesn't know when to pipe down."

"It's ok I have a kid brother to, so I know what it's like."

"Hey umm, we were going to play mutant truth or dare with some friends, wanna come."

"sure."

Terry followed Chloe and Desmond to a small room with some other kids, mutant truth or dare was not at all what he expected, but then again it was called mutant truth or dare so why would it be.

He was having fun and gaining tons of info on who had what mutant powers, he didn't really notice that it had gotten really late until most of the students had went off to bed. Chloe had walked up to him before heading of to bed.

"It was nice to meet ya terry, but there's a ten o'clock bedtime rule here. So I'll see you around tomorrow."

"I won't be here tomorrow."

Just then a familiar looking boy walked up to Terry. "Are you Terry?"

"yeah."

"Emma sent me to let you know that there not done yet, she said that it should be no more then another half hour or so. The entertainment room is through that door on your left, you can wait there if you'd like."

Chloe and Desmond smiled and nodded to Terry before heading off to bed.

Terry went to the entertainment room, he sat there for ten minutes going over the days events. He had spent most of the day with Chloe and her younger brother Desmond. When they weren't playing some game they talked. She was a good listener. He told her all about what was going on with him and Blaze and Will, and how he like Blaze and didn't want to hurt her feelings and his new emotion for William. It was easy talking to her and some how she seemed to understand him. All in all today went well.

Terry pulled out his cell phone. He scrolled down the list of names to he got to Will and hit the call button. The phone rung and rung, as it had the last five times he tried to call Will. Finally it went to voicemail.

"Hi Will its me Terry, again. Um, I'll try back later."

He hung up the phone and watch TV for twenty minutes before nodding off

Willie had spent most of the day cleaning up the mess he and Blaze had made. Potato chip fight's seemed like a good idea at first but now there was popcorn bits all over the carpet and cookie crumbs in his shorts. Blaze didn't escape the junk food wars unharmed; she had onion and garlic in her hair and cheese marks all over her Wight shirt. Which she had somehow managed to guilt Willie into getting her a new one and a pear of matching pants.

It was late by the time he had gotten the house in order, Blaze had helped but had to go before the work was done, leaving Willie to finish up. Now that the house was clean he thought it would be a good idea to get the cookie crumbs off his cock. He laughed at a musing thought. What would Terry say if he where here licking chocolate chip cookie crumbs off him. That thought turned sour quickly when he remembered that Terry and him wasn't going to be anything more then a dream. He was back with Dana.

Willie sighed as he ran the tap in his dad's hot tub, he added in the oil's and bath bar's that he'd kept hidden and dipped beneath the hot water. he heard his phone ring and looked at the name of the caller.

Blaze.

"Hi Blaze."

"Hi Will, I was just calling to let you know I got home ok."

"Ok, Hun. I'll talk to you tomorrow then."

"Ok, night Will."

"Night Blaze."

Will was beginning to unwind he had soaped up and rinsed off, cleared the tub of the dirty water and washed it clean of grime before getting back in it to just soak. The water was soothing the jet massaged his ache out. His phone rung again and he looked at the name.

Terry.

He contemplated picking it up but then thought other wise. The last thing he wanted to hear now was Terry telling him that there was nothing between them and that it was all a mistake but we could still be friends. And he was the type that would still be a friend to. Willie didn't think he could handle that, not tonight, not yet, in truth maybe never, and that was the reason he had been avoiding Terry all week. Fear of rejection.

_God I'm pathetic._

Willie nodded, sleep ready to claim him, but he was still unwilling to move from the steaming jets of the water. He'd prune but he didn't care.

He nodded again and rested his head on the headrest that was part of the tub.

"Chloe." Whispered Desmond. "I don't think this is a good idea."

Chloe held out her hand and Desmond placed the small pilfered item in it.

"It's a good idea, trust me, he needs this."

Terry didn't know when or how he got into the large bathroom with the hot tub. But he knew what he wanted to do to the Boy in it. He looked Willie up and down.

The smaller boy was sprawled out in the hot tub, one hand resting on a raised knee that poked out of the water, head thrown back, eyes closed and the other hand resting on his chest. William was a sight to behold, creamy skin fading into a sea of bubbles, wet black hair in disarray, and curling over eyelashes.

Terry could barely think. As he whispered "Dear god, I want you."

Willies eye's fluttered open, to see Terry gazing down at him. The look in Terry's eyes made his cock jump and the sound of that lustful voice was just what he wanted to hear. There are so many things that he wanted to do to Terry.

"Take off your clothes." He knew this was only a dream, and that made him feel bolder and more demanding then normal.

Terry smiled at the Order and pealed off his clothes slowly. Will move to help but was push back down with a hand to his chest."

When his clothes where finally off he leaned over the tub and crushed his lips against Williams. He commanded Williams tongue skillfully, circling Williams chest with his lips, hands, and tongue, he started at Williams lips with a kiss or two and proceeded on a downward flow.   
Kissing and sucking at the neck, and after a minute or two of kissing that succulent neck,  
Terry ran his tongue, down and across, slowly, he proceeded down, with soft, slow, repetitive feather light kisses.

William gasped as his chest rise and fell with sharp intakes of heady breaths. Terry enforced each sound with a lick, a suck, a nibble or a kiss.

Slowly Terry kissed, down the mid of Williams upper chest. Willie gasped, his cock full and hard and pulsing, begging to be touched. All attempts he made to touch him self was stoped by Terry pinning his hands above his head.

Slowly Terry proceeded downward to the balls. He placed a firm hand under Williams ass and raised his target to the surface, all the wile still circling his tongue over Williams skin, slowly  
sucking, nipping, licking in a circle, ever so deliberate, trouncing him, Round and Round and Up and Down, occasionally, playfully, pulling with his teeth, as he circled ever so slowly.

Then, picking up speed, to a fast, pulsating, quiver, Terry begin to individually vibrate, each nut,  
as he stimulate them, intensely, with hits of his tongue, ready, willing, and able to do whatever it takes to please William, whatever make's him comfortable. He didn't want to lose him, not now.

"Tell me what you want; I'll do whatever you imagine." Terry's voice was husk.

Willie moaned with relish. "don'tsopt, dontstop, ahgg." He couldn't articulate what he wanted so he chose to demonstrate it.

He stood up, stroked Terry's body, with his hands, Caressing every inch of lean skin, ever so slow, massaging with his tongue just as Terry had done, going down, down, to his navel  
to lick slow back Up again. He slid his tongue into Terry's mouth, working it In and Out. Savouring this spicy flavour. This dream was so real. The smell the touch the taste and Terry, what Terry was doing to him. 

Terry's hand gripped at Willies cock, he pumped slowly at first, and then accelerating his speed, wrist winding with every thrust, In, Out, Round and Round. Willies cock Jumped, Terry stoped but only long enough to look into his lovers eyes and smile then he continued, once again, slow. In, Out, Up and Down, Round and Round. Terry went down, placing his lips, squarely on willies cock, he sucked, licked, and hummed… all the while his hand tickling, and rubbing at heated spots, on the length of Willies body.

Willies hand stroke, needfully at the body that's setting him ablaze. He grinded his hips uncontrollably in motion, rhythmic and slow with Terry.

Willie can feel Terry, Long and hard, pressed up against him. Moving his leg into the hardening member. Working it back and forth, going slowly, and then fast then slow again. Intent on enthralling Terry to be his, at least in his dreams if nothing else.

Terry ran his teeth along Willies length. Further titillating the stimulation, he picked up his speed, as furiously as Willie, he licked and sucked. Each one pulsating, each other, getting each other hot.Terry continued to work Williams glistening, wet member. Every motion, taking Willie higher and higher, work him into a fever pitch, Willie came with a load moan. That was all it took to drive Terry mad, he worked some of the bath oil on his finger's then stroke the puckered opening of Willies tight ass with his oiled fingers.

Then, with determined acceleration, Terry increased his strokes. The more excited Willie got, the faster Terry went. Faster, Faster, and Faster, with every motion he watched Willies cock rise and with accelerated speed, bringing further stimulation.

Now Terry thought the moment is right, Willie was completely relaxed and ready, Terry pushed his cock inside. Held still for a moment to let Willie get use to him and then pushed up, deeper.

In, Out, then, Back up again, Hard, Rhythmic, and at first Slow, with Terry's every motion taking his cock deeper in, each time, getting his cock all the way in. Then, pull it out, slow.  
Then, stick it back in again, upping His tempo, Faster, Faster, and Faster. With Terry's every gesture, giving more and more.

Changing his speed, once again and with Slow, Shallow, Long-lingering, Rhythmic thrust, driving his cock in and slowly, pulled it out.

Willie match the rhythm, stimulating his lover. slightly, clenching his ass, as Terry pumped in and out, squeezing the head of Terry's cock, against the swollen inner lips of his ass  
giving as much as he got, but not giving it all, hands pulling, and kneading skin each time Terry pumped in and out.

Terry teased him, with that slow pulling motion, then a fast tempo just to go back to slow, then fast, each time hitting that spot in him in different rhythms that gave him total stimulation, bringing him to the edge then, back again.

Terry pushed up, Hard and Slow, trying to hold back the wave that pulled at his control, he was near the edge, and William had been stimulating his cock with his inner muscles, nearly driving him mad.

Slowly, being teasing by Willies ass, Swollen to full attention and ready to blow, Excited and  
stimulated, he slammed in and out with his tip, then, back in again, Slow and Shallow, giving way to fast and uncontrollable, the head of his cock, hitting Up and Down at the sweet spot, teasing, rub, and with one Hard, Long-lingering, thrust after another Terry pushed Up and Up and Up and Up. Inhaling and exhaling quickly, growing short of breath, toe's curling, and hands wight knuckled gripped, panting his lover's name.

William swelled to overflowing, fingers pressed hard enough into hips to leave whelps. Head thrown back in bliss, ass clinching; as the wave of his orgasm took him full on. "Terry." Warm bitter sweet cum sprayed out over Terry's firm stomach.

Terry watch Williams balls draw in, as William tried desperately to hold out a bit longer, his ass clinched tight, giving Terry more pleasure and making him pump harder and harder, with, thrust, after thrust, after thrust. Then he heard his name being called in the heat of passion. His name on Williams lips, sent him into a fever pitch. Wildly he drove his cock Deeper, and Deeper, til he was all spent. His hot seed filling William.

Terry was exhausted but some how he managed to clean him and his lover before pulling William from the water and lead him to the bed. William was sprawled out on the bed, hand full of Terry's hair. Terry looked up at William. "How come you're avoiding me?"

"How come you're back with Dana?" Willie didn't want to be flippant but he was and he couldn't help that, he was to thoroughly work to be mindful of his words.

Terry cleared his throat. "I'm not, not really, I, I just don't know how to tell her that it's over, that's all. I don't want to hurt her feelings."

Willie didn't expect to hear that, his dreams where usually more rational.

"You've been avoiding me, why?"

"Because I don't want to hear the lets just befriends thing. Ok."

"What? Why would you think…"

"I'm not a girl for one, two its Dana I'm competing with, which brings me to three, look at me, I mean really look at me, how can I win."

"but…"

"Lets just lay here together, no talking, more cuddling. Ok." Williams eyes were pleading and he knew in. all he wanted was to be held.

Terry relented. Pulling William closer so that the smaller boy was artfully draped a crossed his body. He held Willy until his breath started to grow even. Kissing his temple lightly, Terry closed his eyes and whispered. "You idiot, it's not a competition, not when you're involved."

Chloe's skin gleamed with a light coat of sweat. Desmond poked at her. "Chloe, Chloe did… did it work?"

"It worked."

"What happened?"

Chloe blushed, her cheeks turning a deep red. "They talked."

Desmond looked at her skeptically, waiting for her to tell him more but she didn't. He sighed. "Is that all they did was talk, the whole time. Man those two have issues."

"You have no idea."

"That's because you won't tell me!"

"Desmond, did you put the chip back."

"Yeah."

"McGinnis, McGinnis … McGinnis." Bruce was standing over him, usually Terry was a light sleeper. Bruce checked the scrambler all was well.

Terry awoke to find himself fully clothe on a couch at the school.

"Umm.What time is it?"

"Eleven O'clock. Sorry that that went a little late, I'll have Aveugle show you to your car."

Terry's mind flash with an image of Aveugle on the floor. He cleared the cobwebs from his head and followed Bruce to the car.

"Are you ok McGinnis."

"Yeah, fine."

The ride home was quicker then the ride there but there was less cars on the road now. Terry got out the car and wave good by to Bruce, then he called his mom and told her that he would be staying the night at a hotel because they where running late.

He did a little patrolling and found his way to Willie's house. He saw Willie toweling off, and decided to follow his gut. He pulled out his phone and called William.

Willie heard his cell phone go off; he turned to look at the name but didn't bother to pick it up. It stopped then a tone indicating a message was left.

Willie played the message. "Hi William its me Terry, hope I didn't wake you, I'm down stairs and I know your door man won't let me up with out your say so, I was thinking about you and well anyway never mind I'll go to a hotel…"

Willie hung up the phone and called Terry back. The phone rung twice and Terry picked up.

"Hi William."

"Hey Terry."

"Did I wake you?" Terry knew he hadn't.

"No I had just gotten out of the bathtub, I got your message, are you still down stairs."

"Yeah."

"I'll ring the door man and tell him to let you up."

What the hell are you doing, this is a BAD idea. It suppose to be a clean brake and now you're letting him up. Willie berated himself a fool, but he wasn't going to let Terry wander the streets all night, Terry didn't deserve that.

The door bell rung and Willie hadn't put any thing on; he wrapped the towel firmly around his waist and went for the door. He unlocked the door and stepped aside to let a soak and wet Terry in. It was raining hard.

"I'll get you a towel and see if I have something for you to put on."

"Thanks." Terry pealed off his wet clothing and handed it to Willie who in turn gave him a towel, a tank top and a his dads sweats. No need in trying to give Terry a set of his pants they wouldn't fit. Though Willie thought Terry should wear more of his shirts because of the way they hugged him.

Terry eyed William appreciatively. The towel was still wrapped around Willie slim hips. "Thanks for letting me up."

"Your welcome but what were you doing out so late. I mean it's not safe out there. I'll call you a cab." He picked up his data card and punched in the destinations. _"Your Ride will be here in ten minuet, the fare is paid for we will call prior to the cabs arrival, thank for using Limo Ride." _

Terry smiled, Willie knew where he lived, and that was a good sign. At least he hoped it was, seeing as how he never told him were he lived. With an easy humor to his voice Terry spoke. "I can take care of myself, and anyway I wanted to talk to you, besides I didn't think you would send me away at night in this weather."

Willies face scrunched at the thought of being maneuvered so easily. Not that what Terry said wasn't true. He really could take care of himself, he could tell that he wanted to talk, why else would he be here soaking wet and Willie wouldn't turn Terry away, not when he really needed it.

"Sorry."

"For what?"

"For manipulating you."

Willie took a seat on the couch, sprawling out so that Terry would have to sit somewhere else, he really didn't want to be so close to Terry, not now while flashes of his erotic dream were haunting him. He needed to keep his cool and stay focused. He'd been putting off the lets just be friends speech for a while and now it was here. He could do this. _I can't do this, not now pleas not now._ "You said you wanted to talk. So talk."

"I… I, don't know how… how to begin. I've never been good at this sort of thing."

Willie swallowed hard. Here let me help you. He put on his fake smile. "Look Willie there is something I've been trying to tell you."

Terry smiled; maybe he already knows how I feel. "Yeah that's a good start. I would start with that, umm and I, ah."

"but you been avoiding me so I didn't really get the chance to et thing straight."

Terry nodded and Willie continued.

"I know that this Dana and me thing is what's bothering you and I'm sorry for that, I never meant for that to happen. It just that she's Dana."

"Yeah Dana is…"

"It ok Terry I know who she it. Here let me finish for you. Look William I like you as a friend and I'm hoping we could be friends but I love Dana and we're happy to…"

A feeling of mortification hit at the pit of Terry's gut. How could he have gotten it so wrong. "NO! You idiot." The words came rushing out of Terry's mouth. "It the other way around. I love you."

"What?" Willie was stumped, out of all the thing he'd expected, he hadn't expected this. He wasn't even sure if this wasn't part of his erotic dream. Over sudden William was very tired. "What, did you say?"

"It's the other way around."

He pinched Terry hard.

"Ouch."

"I didn't feel anything."

Terry smiled and leaned in for a kiss. It was a simple kiss, but filled with heat and passion. Warm silky lips pressed lightly together. "How a bout now?"

The heat of Terry's breath warmed the cool skin of Williams ear. "Now that I felt."

Terry deepened the kiss, ignoring the intercom stating that his cab was here, he lead William to the bed in his room. "I was hoping you would let me stay the night."

William became lightheaded and very sleepy as if the weight of the world had been lifted off his shoulders. He kissed Terry back, unskillfully and sloppy. Half already sleep and all full of smiles. "Yeah stay, if only to prove to me that this is not just another dream."

"You dreamed about me?" but Willie was already a sleep. Terry took a quick wash toweled off and curled up in bed with William. Once again he kissed Willie and then settled in for the night. I hope this isn't a dream he thought.


	9. Chapter 9

A/N 

_I went back to read what I posted and I didn't like all the fuck-ups I made and yes they were my fuck-up. That's what happens when you write more then one story at a time with more then a few characters to keep track of. (for me that is)  
_

_Anyway thinks to _ar-magus_ for kindly bringing it to my attention, I fixed it. _

_I really didn't mean to post that yet. I was suppose to post something else but as I said I messed up. Anyway I hope you all enjoy the corrected version of the fic. I'll try not to pose the wrong thing anymore. I'm not promising anything cuz sometimes I do get a little scattered brained but mostly only when I'm sick. _

**Chapter 9**

Terry awoke the next morning to the sound of foot steps. High heals clinked against the marble tiles. The sound was close, to close and before he could rationally think of what was going on a hand reached out and touched him.

Without thought he sprung from the bed, took hold of the outstretched arm and gave a swift twist. A startled feminine cry echoed the room accompanied by a grumble of cursing from beneath the covers.

The woman looked at Terry with a rueful smile and rubbed her wrist. "Is that how your dad told you to greet your loving aunt?" She stood up from the bed apparently not noticing that her real nephew was underfoot. "My, you've grownup, and put on a little muscle and I see you take after your father being quite the ladies man although you seem to have grown into your mothers look's I guess, cause I don't see my brother in you at all. For that matter I don't see your mother either, must have got your gramps looks, genetics and all, you know they can skip a generation. Anyway give you aunt a hug will ya."

She ambled over to Terry and gave him a big hug and spun him around to have a better look at him. Terry didn't know what to do. He was at a loss foe words and her heavy British accent didn't help matters much. However William wasn't. He was still cursing up a storm and trying to untangle him self from the layers of blankets he crawled under last night.

As if things couldn't get anymore awkward the woman turned round, raised an eyebrow at him and simply stated. "Well let's have a look at this bird." She tore back the covers and gasped in shock.

A blast of cold air hit bare skin, Willie was fully awake now be it wanted or not. He laid there sprawled out on the bed, completely unclothed, with his man hood at early morning attention and then a sudden horror over took him. His Aunt was looking at him, after his shock ebbed; he scrambled for the nearest item he could find, placing the pillow over himself while trying to find the air needed to fill his lungs to breath let alone talk. This was not good.

The woman Turned to Terry and simply said. "That's no bird luv."

"What?" Terry hadn't a clue of what she just said.

"Your squeeze is a bloke, didn't ya know."

"What?"

"Aunt Marheret, I'm William."

She turned to the bed slowly and studied the face. There was no questioning it that was her nephew William, he had the Watts nose, it's a wonder she hadn't spotted it before now. "Oh, oh dear, sorry about that luv. Seems I made a bit of a switch. Who's he then." She pointed at Terry.

"What?" Terry still couldn't make heads or tales of most of what the woman was saying and not for lack of trying. She had a thick accent, but that didn't stop him from interpreting the jest of things.

"I'm Terry." He extended his hand.

She took it with a smile. "Jenny, Jenny Marheret."

Terry studied her, he noted that Williams aunt was a slim, black haired, short, attractive, London Goth. She was in her mid twenties by Terry's guess.

"Aunt Marheret would you mind, I'd like to put something on."

"Oh, um, right I'll go make a pot of tea, but don't you take to long, we need to ketchup" she turned to look at Terry and then back at her nephew. "On a lot apparently." She walked to the door and stopped in the doorway. "Oh, and don't you go running off Terry, I want to make sure you're fit for my nephew. Tea in ten, chop, chop."

"What?"

William could hear his Aunt call back. "Not a bright one is he then, it's a good thing he's a looker ahe." William was glad for the fact that Terry hadn't yet figured out how to decipher her thick accent. He got dressed quickly, tugging on a fitted shirt and baggy sweats, Terry just slipped into the pants Will had given him last night and called it a day.

"You're not going to put on a shirt?" Questioned Willie.

"For what, she already saw me without a shirt on, besides your shirts fit like a second skin, anyway it wouldn't hide anything."

"But it's my aunt I don't want my Aunt getting and eye full of my boyf-. Umm, you."

"Boyfriend." Terry smiled. "You can say it you know, I don't care if people know." Terry struggled as he slipped on one of Will's wife-beaters.

"I was hoping we could keep this to ourselves until I tell my dad first." Willie looked a little terrified at the thought.

"Yeah ok. But do you mind if I tell Max she's my best friend." He could feel the fabric stretching. "How's this?"

William looked at Terry, the shirt made it worst, nothing was left to the imagination it showed every muscle to its peek, but he wanted Terry to put on the shirt, and it wouldn't be right to ask him to take it off now, not when he went through all the trouble to squeeze into it. "Only if she can't keep a secret, ok, let's go face my Aunt."

It had taken all of three minutes to get dressed, five minutes for William to order his thoughts and seven minutes to build up the courage to step out of the room. They made their way to the kitchen to find two hot cups of coffee on the table and a cup of juice.

"You Yanks don't have a parsnip of tea in this whole place. All ya have is coffee, bloody trifling stuff, but I figured it be good for ya. Give ya pep and all."

Terry chuckled he hadn't a clue as to what she said really, but the few words he caught was more then enough.

They sat at the table and talked for what seemed like minutes, when in fact an hour had passed. Jenny asked all normal family questions first, as if she hadn't found the two naked and in the bed together.

"So does your da, know you're bent?"

"No."

"How bout you Terry, do your parents know?"

"Whats bent?"

"Oh sorry luv, it's another way for saying queer."

"Oh, not yet." Terry admitted.

"So ya plan on telling them do ya." Jenny smiled at Terry. "Well that's a good lad there, your parents must really be understanding, because when my brother finds out about the two of you he is going to flip his lid."

William began to breathe heavily; just the thought of what his dad might do or say was enough to steal the air from his lungs. Terry noticed the drained color of Williams face. He pulled William into a one armed half hug. He gave Willie a light squeeze for reassurance. The comforting embrace helped purge some of Willies rampant thoughts.

"Aunt Marheret you're not helping."

"Oh, oh yes, sorry dear sometimes I tend to go off on tangents. But anyway I haven't been here in ages so I was thinking we could go out, have a bite to eat, maybe find me a decent cup of tea, what do ya say."

Willie looked at Terry. "I don't know if you have to go home or not but if you can, I'd like you to come along."

"Yeah we'd love to have you along Terry."

"I would go but I have detention."

"Correct me if I'm wrong luv but I thought Yanks didn't go to school on Saturdays."

"Normally we don't but my principle, lives at the school and doesn't have a life."

William looked at Terry questionably. "How did you get detention?"

"I got in a fight, with Nash."

"Oh." Willie didn't have to guess what the fight was about. He was sure that it had something to do with him.

"Well I should be going. It was nice meeting you Jenny." Terry leaned in and kissed William on the lips. "And I'll see you later."

Willie watch as Terry grabbed his things and walked out the door.

"Well what do you want to do aunt Marheret."

"Oh I know, wouldn't it be smashing if we went to a museum."

"Ok let me go put on some museum worthy clothing and we can shake a tell feather."

"Oie, was that a jab at me, are you trying to say something about my use of slang. I'll have you no that smashing is a very popular word in London."

"I was in London last year Aunt and it was ancient then." William gave his most smug straight faced upper crust smile; he fought hard to squelch the laughter in his stomach.

"Really, old maybe and that's pushing it but ancient, shake a tell feather ancient, that's like; that's great granny Ulase old, that's four generations."

That it Willie couldn't hold back the laughter any more not after watching his aunt's face turn into something that was literally indescribable.

"Oie, get back here you little piss ant. You owe me ice-cream for hurting my fragile feelings."

"Ok, ok just stop tickling me."

"Fine, now off with you get dress and then out we go to the museum."

"It's my ice-cream and I say we get it after the museum."

"Fine but no triple mocha fudge for you."

"Just go."

It didn't take long for Willie to change, he was in what his aunt would call town close, blue jeans and a button up shirt. It had taken them about five minutes to get to the museum.

"From now on I drive." Willie stated plainly

"It wasn't that bad."

"No, not that bad; it's just that this car is my baby, but look you got us here in five minutes." He didn't bother mentioning that the drive was normally a fifteen minute ride.

"Oh I see you boys and you toys. Your dad's the same way you know."

"Oh, really. He's been in a car with you to" Willie mumbled the last part under his breath.

"What was that love?"

"Forget it, let go in."

Terry was forty minutes into his cab ride and on his way to detention when his vidcom rung.

"what's up old man?"

"I'm going to pretend you didn't say that, now switch your vidcom over to GNN."

"The Gotham news network." Terry switch the channel to the local news station. He watched in horror as three villains, reported to be Ink, Basilisk, and one of the Stepford Cuckoo's who tore their way through the gotham museum, leaving many dead.

"oh my god, let me out here."

The cabby pulled over. "Is everything alright kid?"

"I hope so." He scanned his cred card and hopped out of the cab for the nearest secluded place,  
Shocked and sickened by the images he was seeing Terry raced to put on his costume, it had taken him a wile to find a good spot to dress. A high-rise was as good as any other place. He darted out of the nearest window and swung the first left turn fast as he could toward the museum, already knowing that he was too late. He knew many of those that had been inside were already dead but maybe he could stop any others dying.

It was a good thing he had taken the costume with him to Will's, he had questioned himself about it at first but then decided that it was worth the risk.

He had known Ink was on the loose but he didn't think she was the type to travel with an entourage? Or work as a team with Basilisk and a Stepford Cuckoo? He was having a hard time figuring out why they were together not to mention why go for the museum.

"Hey Bruce you there."

"Yeah."

"Good I'm going to need all the info you can give me about Basilisk and the Stepford Cuckoo."

"Way ahead of you kid. Basilisk real name Basil Elks known terrorist and reported to have been killed by Scourge, wow."

"Wow what?"

"Me and the thing took him down last time."

"Great more mutants."

"Now for the Stepford Cuckoo, this one is named Esme."

"Wait a minute, I saw her at the Xavier Institute for the gifted she seemed fine."

"she's not fine now, she's a telepath a powerful one and the guy's a teleporter not to mention he has superhuman strength and shoots rays from his eyes. You might need some backup for this one, hold tight I have a few friends that owe me one."

"No time Bruce their killing people down there, I have to do something. Even if all I do is distract them. It'll buy time for some of the people to make it out safely."

"Don't do anything fancy just distract them."

Terry took one more look at his vidcom, he patched into the museums cameras to keep a tab of what was going on inside and then he caught a glimpse of his boyfriend. Oh god, Trying to shake the thoughts of all those dead people or the possibility that his boyfriend might become one of them, Terry concentrated on getting to the museum as quickly as possible.

The Police had the scene surrounded. Batman swung past them and into the building. Landing on the wall he felt disgusted by what he saw. Bodies littered the floor, blood was covering many of them and some of the wounds were horrific, obviously done by Ink.

Some of the bodies looked like they had been fried, that must have been done by Basilisk deadly blasts he thought. Other bodies had their skulls cracked open which he presumed to be curtsey of the Stepford Cuckoo.

He took all this in quickly, those that had created this havoc were standing as a group, watching him. A few civilians were still alive and huddled together, among them was William and his aunt. They seemed to be worn out, pale and in obvious distress. Batman hoped that he would be able to save them but the odds were stacked against him.

'Welcome Batman.' Ink nodded in his direction.

'Why do I get the feeling this was a trap?' Batman asked them.

'No trap, just our way of getting you out of hiding.' someone replied.

Four of them, damn he had only seen three before. "Bruce I could use that help, there's four of them."

"Help is on the way; meanwhile you just keep them on there toes. I'll see what info I can dig up on this forth guy."

Batman was about to reply when he got sight of Ink slipping through the cracks in the wall he had been sitting on. He leaped out of the way just in time to avoid her attack

Ink's sudden movement seemed to kick start the other two into action. The Cuckoo flew towards Batman but he was able to back flip away from her and throw two glue balls that hit her on the forehead, temporally knocking her off balance.

While the Cuckoo was plummeting to the floor Basilisk began his assault. Using his agility, Batman narrowly avoided the blasts. Feeling the wall suddenly begin to shake he nearly lost his balance, during which time the Cuckoo was able to get a blast in that sent Batman tumbling to the floor.

"You didn't tell me she could do that."

"Telepath"

"Oh right."

Basilisk smirked at the fallen hero. His blast banging on the wall had caused the hero to fall. Moving over to Batman he went to stomp his foot down on the fallen body but Batman quickly rolled out of the way.

Batman's vision was blurry but he could see that he had rolled over to face one of the bodies, feeling nauseous he leapt up to perch on the ceiling, hoping the distance would buy him a few precious moments. Seeing the bodies scattered around, a feeling of anger swept over him. Determined to make his enemy's pay, he leapt to the ground and ducked another one of Basilisk attacks. Placing himself between Ink and Basilisk he waited for the right moment. Timing was crucial if he was even a millisecond to slow it would be the end for him, Basilisk let loose a blast as Ink charged him. Forcing himself to hold his ground he waited until the blast was near, leaping to safety he watched as Basilisk blasted Ink. She was unable to move in time and hurdled straight into Basilisk, the collision didn't seem to affect him too much butInk looked to be out for the count. That left two to go.

Terry leapt back up to the ceiling to avoid another blast from Basilisk. The Cuckoo was next to attack using her powers to make him think there was an earthquake. Losing his grip on the ceiling Batman plummeted to the ground. He shot two batterings, which caught onto the Cuckoo's legs. Landing on the ground he swung her around and let go of the web, leaving her to crash into the wall.

"Nice moves. It doesn't look like you need much help to me."

He spun around expecting an attack from Basilisk; however he found that he was gone along with Ink. He heard shots from outside and assumed the police were firing at them. Then he looked up to see a Blond hair white eyed young man flying there.

Turning back to detain the Cuckoo he found that she was also missing. Confused he went over to the few remaining civilians. He helped them outside.

"Who are you?" Terry questioned

"You can call me Match."

"Grandfather Bat said you needed some help."

"I do, I mean; I did. Where did they go? Why didn't you stop them?"

"They ran off when I showed up and incase you didn't notice I'm holding up a ceiling here, that is unless you can manage it."

"No thanks, I'll leave all things that weight over two tons too you."

"Gee thanks."

"Sorry about biting your head off."

"No prob. post fighting adrenalin, beside that's nothing compared to sunfire."

Terry heart aced when he failed to spot William at first glance. Then he let out a sigh of relief when he saw William and his aunt crawl out from behind a pillar Match held up with his foot.

Before leaving Terry looked around one last time. The sight before him was sickening and he felt a deep sadness for the number of lives lost. Not only did men and women die but so did children. Amongst all the carnage he could see the broken body of a small child, still clutching her teddy bear. It was the most distressful thing he had seen in a long time. He felt tears well up and quickly left the building.

"The woman and the teen you know them?"

"What makes you say that?" Terry questioned as he headed back to the bat cave with Match

"Two reasons, I could he your heart racing and then it stop when you saw them not to mention you sighed."

"No I didn't."

"Yes you did."

Match decided to change the subject. "Hey Bruce what do you say putting me up for a week or two. I don't really want to go home yet. Sure but if your Dad's call I'm not going to lie and say your not here."

"Dad's."

"Yeah I was adopted by Lucious Fox."

"Thee Lucious Fox, of Foxtecha industries."

"Yep that's the one… So if you don't mind me asking how do you know them?"

"Know who? Oh you mean William and his aunt. He's a close friend."

"hey listen, do you mind If I split for a bit I really want to go check on my friend."

"go on I'd do the same if I were you."

"Willie you go and rest I'll make us some tea."

Jenny didn't know what to do, Willie was taking this whole ordeal horribly, not that she could blame him. He spent the next hour and a half in a zombie like state; he took a hot bath to help relax him and went straight for his room. He sat there half cloth and weeping, he didn't even here Terry walk in.

'Willie?'

'Terry.' His voice was cracked and Terry knew that he was crying.

Willie couldn't believe it; the whole block had been blown to smithereens. Rubble was everywhere. Ambulances, police and TV crews had the area surrounded. The injured were being taken to the hospital but many of them were still trapped beneath the fallen buildings.

Willie took a deep breath and tried to control his ramped emotions, it was no use the pain of it all just welled up in him, and rushed out like a raging river. His body began to shutter uncontrollably. It was painful; the thought of it was heart breaking.

Mindful of the bruised areas he could see Terry took Willie into his arms and held on. Willie was shuddering so he whispered nonsensical words to calm him down. Knowing that whatever had happened in there must have been really bad to cause this reaction, he lightly kissed his lover's forehead before moving them to the edge of the bed.

Two days later

Terry had come home from Will's house he was still a little grief-stricken and had been walking around school like a zombie for the past two days. Not to mention that his Aunt took off with his cred card right before his dad got back, but not before she accidentally hinted at Williams's sexual preference. Pore guy was having a hard time all around and the headache. So he thought William could use some cheering up. Terry left well before Williams dad got home. He didn't want to give the guy any ideas.

"Hi mom"

"Oh hi Hun, I didn't see you walk in, how was school."

"It was fine mom."

"and work."

"Mr. Wayne didn't need me to day."

Mrs. McGinnis looked down at her watch. 8:45pm. "Terry its kind of late where have you been all day."

"I've been at Will's house, trying to cheer him up. He was one of the people at the museum the day it got attacked and he's still not over it yet."

"Oh I see...um just call next time and let me know where you are ok Hun."

"Sure mom." Terry was in his room and about to close the door when he heard his mom call out.

"Terry Mr. Wayne is on the line."

"Ok mom I got it." Terry picked up the phone and waited for the receiver on the other end to click indicating that the phone was hung up.

"Hi Bruce why are you calling me on the house phone."

"Because you don't have your PVC."

"Yes I do." Terry looked around for his PVC (portable vid cam). "Damn it must have fallen out at Will's place."

"It did, I called it first and he picked up. You'll be happy to know he's taking messages but that's not why I called. Pull out one of the spare phones I got you and call me back on a secure line." Terry pulled out one of the many extra phones he had and called Bruce back.

"There are in fact 8 missing super powered villains currently free." Bruce paced in front of the projection screen in the bat cave which held the photograph of each, except for that of Eleon.

'Eight!' Terry exclaimed. He was shocked to say the least. He had been worried about four villains, but eight on the loose? What if they were all working together?

'Yes eight. Many of them had escaped custody months ago. Although these criminals have not worked together before, there is one person that links many if not all these criminals together.' Bruce stated.

'And that would be?'

'He calls himself Rao Prim.'

Terry watched as four nodded their heads. He didn't pay any mind to the fact that there where people in the bat cave with Bruce until now, Emma, Match, Zatana and this Haden Grayson guy who was speaking was apparently an ally and also one of the most important men in law enforcement. According to Bruce he ran PHATOM, which dealt with all major crimes especially those involving super powered villains. Terry had never heard of such an organization before, apparently it was top secret. They also had a secure prison which kept super powered beings, such as the criminals they were searching for, under lock and key, but Terry thought it couldn't be that secure if they had so many of them missing.

Now as he watched them all nod in understanding he felt more than confused. Who was this Rao Prim? It seemed like there was a lot he didn't know and it only alienated him more from the group of people on the vid cam. He felt like the odd one out, he didn't have no-where near the amount of knowledge or experience as the other people in the room. He was also a little nervous due to the glances that Haden was giving him. He knew his reputation was bad and he was hoping not to get arrested by this guy.

'Okay obviously everyone here knows this Rao Prim guy, so maybe someone could clue me in?'

'You don't know who the Rao Prim is?' Haden asked amused.

'No, should I?'

'Well considering the sheer number of his henchmen you have fought I would think you at least knew his name.'

'His henchmen? Okay I'm so confused now its not even funny.'

'I think it's funny.' Bruce laughed. "Don't you read the papers I give you to take home."  
"Yeah well, of all things, you find that funny and I'm suppose to read those, there like dictionaries… So this Rao Prim guy is?" Terry asked again.

'Prim is a crime lord that runs this city and many others. We think we know who he is but we're uncertain. He likes to use enhanced beings to do his dirty work. Ink, and Basilisk have all worked for him in the past.'

'Really? He mustn't have high expectations if he hires Basilisk.'

"You would think that, however many of those that work for the Rao Prim end up dead should they fail."

"Wow, not a nice guy. So why is Basilisk living? Surely he has messed up."

'Oh yes many times however he has yet to give up information on the Rao Prim and his brute strength and energy eyes comes in handy.' Haden answered.

'Well I didn't think he was kept around for his conversational skills.' Terry joked. 'So if they have connections to the Rao Prim then they may all be working together for that reason.'

'That's what we believe.'

'What's their goal though? Their attack was so random.' Terry asked.

'Well that's easy, they want you dead.' Match looked serious.

'Well that's always nice to know.' Terry deadpanned.

"Actually I think they where going for him." Haden enlarged a picture that came form a recording of the museum fiasco. Terry's heart skipped a beat. "His name is Willie Watt; he's a student at Hamilton hills high school. Not to long ago he was in a scuffle with a homo-superior named Proteus AKA David Xavier. I think that at some point in this fight he might have left something in Willie's possession that he doesn't even know he has."

"What?"

'Look Terry don't worry about it. You have PHATOM and the Four of us on your side. We'll bag the baddies.' Match looked more then confident.

'God I hope so.' Terry whispered.

A few days later

Basilisk watched as Ink left the building. He had lost count of the number of times she had changed hair length, height, weight, not to mention the different facial features during the last couple of days. This was Ink's last job; she wouldn't be fighting with the others.

The Cuckoo heard the radio come to life. She was told to stand by; it was time to start the main part of the plan.

It had been just under a week since their last attack. Terry had been worrying constantly and checking the news at regular intervals. He was over at Gotham University on a school trip when the bombings occurred. The whole university had been talking about it. He had overheard the conversations as he left the lecture hall. He rushed over to the scene.

Terry knew exactly who had done this. There was no way in hell that they were going to get away with it, not this time.

He scanned the area looking for a glimpse of those that were responsible, he knew they must be close by. He counted on possibly fighting a total of eight bad guys; he knew he stood no chance of winning on his own. This time he really needed help.

"Hay bat watch out?" shouted the Cuckoo.

Batman flipped to the left, just before a small bomb exploded in the exact location he had been standing at. Turning around he saw the Cuckoo.

'This way Batman. We have some surprises planned.' She cooed.

Before Batman could reply she took off, she didn't turn back to see if she was being followed, she knew full well that Batman would be right behind.

Batman followed along behind, he could have caught up to her if he wanted but he needed to know where the others were. He kept alert as he zipped through the city, prepared for an attack.

Terry opened the feed to the batcave. "Bruce are you sure they'll be here."

The Cuckoo led him to a secluded area, which was both a blessing and a curse. On the upside, there was less chance of civilians being hurt, but on the downside, there was less chance for the Calvary and Phantoms agent to find him. A lack of buildings also stopped him from using them as cover, he was going to be stuck mostly on the ground. Batman felt extremely vulnerable, he hoped that Match and the others would be able to track him down soon.

"We're already here bats" replied Haden. "Not in the favorable numbers I had predicted, there were some; complications, but we're here."

'Have you found them yet?' Terry was becoming agitated.

'Not yet, we have teams searching the city.' Bruce replied.

His agents had soon arrived at the scene of the latest bombings, and had reported that Batman had gone after the Vulture, no doubt being led into a trap. Helicopters had been sent out almost immediately and were currently sweeping the city for the missing bad guys and hero.

'Don't worry kid, we'll find him.' Haden reassured Terry. He was confident in his agents' abilities.

The fight had broken out fast.

Batman crashed into the ground. It was just one of many knocks he had already taken. His bat Suit helped him avoid some of the attacks but due to the sheer number of them he wasn't able to avoid them all.

It was difficult fighting so many at once. He was thankful however that there were only five enemies, instead of the possible eight.

It was still difficult though. He knew who they were, he had fought some of them before but they all seemed to have learnt from their past mistakes, they were also working well as a team. That was something he hadn't expected.

Quickly leaping up from the ground, Batman avoided one of Fix's tentacles whips. Fix was some mad whiz kid who could turn the hair on his body into giant tentacles. Batman back flipped over Cuckoo and gave her a hard hit on the head, knocking her out.

Haden had already taken down Joker 10.5, Match had handled Basilisk, and Zatana took down Hex who's name said it all, that only left Fix. Who was turning out to be more trouble then he was worth. Okay I can do this. So I ache everywhere, am covered in blood and bruised and think I might have broken a few ribs, what's to stop me from winning?

Fix truly was a wiz kid. He could fight, incredibly well, to well for Terry's liking and his powers didn't just stop at manipulating his own hair, as Match and Zatana found out the hard way. Terry felt as if metal slip gripped him around the waist. He fought to stay conscious but his vision was mostly black. His head was ringing. He tried to move but his whole body felt heavy. Arms tight with pain, there was nothing he could do to stop it, he was too weak. He knew that this was the end.

As Emma neared the fight, she watched as Fix picked up Batman, who looked to be unconscious. "Please let him be-alright." With that, she exited the jet. 'Get off of him!' Emma hit Fix with a psionic punch that knocked him a few feet back. Fix's reaction was immediate, he cried out in pain and dropped Batman to the ground.

Fix did however give Basilisk and Cuckoo the time they needed to recover. After gaining his bearings Basilisk immediately bull rushed Match, who had just managed to free himself from his own hair. Match stood his ground, when Basilisk was close enough, Match grabbed him by the head and swung him around; sending a stunned Basilisk hurling through the air.

Emma tried to sneak up on Fix; however, he was able to track her movements. He knew that she was coming up behind him. Waiting for just the right moment he turned quickly and shot a dart into her arm.

Emma cried out, more in shock than pain. She immediately lost her footing. Fix watched as his prey began to pale and her feet gave out. The poison was fast acting. Fix was about to go in for the final blow. Luckily, for Emma, Hadan was an even better fighter then fix was, and was able to stun him using some kind of pressure point attack.

Zatana managed to magically wrap Fix's tentacles around Basilisk's body, who flailed uselessly as Match quickly finished him off with a punch to the face.

Emma fell hunched over Terry. Match, tried to get them to wakeup but was tackled from behind. Surprised by the sudden weight of a stranger on top of him he struggled to get free. The stranger merely smiled, he had been too easy to catch, preoccupied with the Batman and Mrs. Frost. Holding out his knife ready to slit Match's throat, his movements abruptly stopped as pain shot through his body. Avoiding the knife, Match threw the Man off him. He sat up to see Haden with stun guns. He nodded his thanks and quickly made sure that no body else needed his help, he then returned to Terry's side.

"The stranger got up from the stun gun shot and looked at the four of them you'll all pay for that he said as energy crackled around him. Terry instantly remembered who that was the face the voice it all cane back to him.

Emma gasped as she realized who the stranger was. "David!"

"That's Proteus to you."

"I'll take care of this." Match charged forward to come crashing into a psionic shield. Then he fell to his knees with a scream of pain. "get out of my head." Match clutch his head as tight as he could before he passed out.

Haden managed to get close enough to Proteus to stab him with his army knife, the blade cut through the flesh like it was water. Proteus growled in pain and grabbed Haden by the neck. He started choking Haden.

Zatana was just about to cast a spell when she saw Haden dig in his pocket and pull out a flash grenade. The grenade went off and when the light cleared Haden was the only one to remain.

Some hours later.

Terry's head was pounding as he came to. He could feel something soft beneath him and a warm hand was holding his.

Blinking his eyes open he was assaulted by the too bright light. Squinting he slowly opened his eyes, his vision was blurred but he was able to make out a blond head to his left.

"who are you?" he croaked

"Hello Mr. McGinnis. Feeling better?"

"Feel like crap." Terry replied.

"That's what you said last time you woke up." Match wasn't too concerned. Bruce said that Terry would be fine.

"Match?" Terry was confused. Last time he woke up. When was that? He couldn't remember being awake and he certainly didn't know where he was. Looking around it seemed to be the bat cave. What had happened?

Deciding that questions were too much for his muddled brain, he looked back over at Match's face and tried to smile. It hurt and came out more of a wince than a smile but Match seemed to understand and smiled back.

"Want some water?"

Terry nodded but found that was also too much for his aching head. Closing his eyes against the dizziness he allowed Match to help him into a position to drink the offered water. He took a few sips before falling back to sleep.

Haden entered his office and looked in the mirror; he smiled pleasantly then opened a secure channel. A female voice answered. "Is this a safe line." Ink demanded.

"Yes."

"Good. You didn't mess this up. I'll tell Prime that you're in place."

Haden balled his fist in anger at her comment but remained quiet; he knelt down slowly, almost ceremonially in front of the shrine a picture of Willie, Terry, and Joshua. Haden closed his eyes and fire catches to the three pictures. The fire swallows the photos quickly leaving nothing but ash.

"Are you listening to me?" Ink demanded. "Or were you thinking of your revenge again."

"Does it matter?"

"Focus Proteus, we can't afford to slip up now not while we are so close."

"I know the plan Ink, I came up with it remember."

"I'm not so sure of that any more, you haven't been holding up lately."

"I'll tell you what; let's see how well you hold up after you've lost your body."

"This conversations gone south I'm hanging up."

"Ink wait, Tell prime that the Watt's kid has the thing, somehow it got transferred in the fight, but he has it, I felt it."

"Will do."

Click. Proteus turned back to the mirror. "Hi I'm Haden, Haden Grayson." He smiled again in triumph and then turned to the computer. He touched it and waited for his Tele-mechanical powers to kick in. but nothing happened.

"Watt's." he growled before switching on the computer with a voice command. "pull up all the files you have on a Willie J Watt's."

Two days later.

"Boy Eaten by Killer Moths."

Maxine groaned as she read the headline for her latest story. She knew better than to read the rest of the article, but something inside her just wanted to feel kicked this afternoon.

Bred in a lab in South America, these top secret moths are the next generation of military assassins. They are genetically engineered to think their way into an enemy's lair where they bite the neck of the target and infect them with a concentrated poison that will render the victim dead within an hour.

Now they have escaped the lab and were last seen heading north, straight for the central U.S. Be on guard. They could be in your neighborhood within the month...

Dear Lord, it was worse than she'd imagined.

Her hands shaking in anger, she got up from her desk and headed straight for the Hamilton hills news room and into Kip Ricers office. As usual, he was online, reading some poor slob's blog and making copious notes.

Kip was short, leanly muscled with long dark red hair that he always wore in a ponytail. He also had cold, gray eyes and a strange tattoo on his hand. He'd be cute if he wasn't so damned annoying.

"Killer moths?" she asked.

He looked up from his notepad and shrugged. "You said we were going to have a moth invasion, I just had Nelson rewrite the story to make it more marketable."

She gaped in total astonishment. "Nelson? You had Nelson rewrite the story? The guy who wears tinfoil in his jockstrap so that the people with x-ray vision can't see his... _That_ Nelson?"

He didn't flinch or miss a beat. "Yeah, he's my best writer."

Talk about insult to injury... "I thought I was your best writer."

Sighing heavily, he swiveled his chair to face her. "You would be if you had any imagination whatsoever." He held his hands up dramatically as if to illustrate his point. "C'mon, Max, embrace your inner child. Embrace the absurd that lives amongst us. Think Ibsen." He put his hands down and gave another weary sigh. "But no, you never do, do you? I send you out to investigate the bat boy who lives in the old church belfry and you come back with a story about moths infesting the rafters. What the hell is that?"

She gave him a droll stare as she crossed her arms over her chest. "It's called reality, Kip. Reality. You should stop "letting your imagination run riot long enough to try it."

He snorted at that before he flipped to a blank sheet of paper on his notepad. He set it beside his soda. "Screw reality. It doesn't sell papers. Bullshit does that... and I like it that way."

She rolled her eyes at his beaming face. "You are such a toad and the school paper is free."

He paused as if an idea had struck him. He reached for his pad where he quickly scribbled something. "Girl Kisses Toady Nerd to Discover an Ancient Immortal Prince... I like it. Can you imagine? Girls all over the School will be kissing their Nerdy tutors to test the theory." Then he looked back at her with a wicked grin. "Shall we try the experiment and see if it works?"

She screwed her face up at him in disgust. "Hell, no. And that wasn't a come-on, Kip. Trust me, even with a thousand kisses you'd still be a toad."

He was totally undaunted, mostly because the two of them had been teasing each other this way since they met two weeks ago. "I still think we should give it a try." He wagged his eyebrows at her.

Max let out a long, exasperated breath. "You know, I would bring you up on sexual harassment charges, but that would imply that you have actually had sex in your lifetime and I intend to maintain that you are a prime example of what happens to people when they're too sexually frustrated."

That brought another glassy look to his eyes before he scribbled again. "Sexually Frustrated jock Turns Into Screaming Lunatic. Disembowels School Ccheerleader Who Excites Him."

Max groaned deep in her throat. "Kip! Stop turning everything into a cheesy headline." And before he could respond, she quickly added. "I know, I know. Cheesy headlines sell papers."

"Exactly!"

Disgusted, she rubbed at the sudden pain she felt in her head, through her hands in the air and walked "I'll write an article that not even you would mess with." Max could hear him call back.

"Right, you'll need a one on one with Powers of Wayne and Powers inc. to impress me, but umm good luck with that, or you could let me take you out on a date."

"I heard that, an um no!"

Willie had been talking to the Librarian as he walked out the door. He had this strange feeling that he should watch out for something right before max bumped into him.

"Oh I'm sorry Willie, I wasn't watching where I was going."

"It's ok. Hay Max you seem upset are you ok."

"Yeah it just that Kip gets under my skin."

"I can tell. I read your article; it didn't seem like your style though."

"That was Kip, he let Nelson tweak it."

"Nelson? The guy who wears tinfoil in his jockstrap... _That_ Nelson?"

"The one and only."

"What are you going to do?"

"Try and get an interview with Derrick Powers." Max sounded hopeless about the whole ordeal, not that she didn't have a right to, but then Willie remembered that Terry worked for Bruce Wayne.

"Hey Max, you might not be able to get that one on one with Derrick Powers, but Bruce Wayne is a possibility. You could see if Terry could put in a good word for you. He works for the guy remember."

Max had forgotten all about that. "Thanks Willie thats a great idea. I'll ring him now and tell him to meet me after school."

"Um Max I know Terry usually walks you home so could you tell him to meet me by Gothams old style cinema house when he's done, that should be around 6pm right, I've got a surprise for him.

"Yeah, sure no prob."

"Thanks max, oh and Man your more then welcome to come."

"Thanks but no-thanks Willie, two's company threes a crowd."

"Well the offer stands and you can bring someone." The bells for the next class rung and Willie was ready run off. "Shoot I'm going to be late, got to go Max. Oh, don't forget to tell Terry ok."

"Ok."

Max had been walking up and down the halls of the school waiting for Terry for about ten minutes. She had been meaning to ask Terry for a favor, but she kept missing the opportunity. Not this time she told herself, she was more then determined to make a formal bribe with an offer to do his homework and all. Max was on the other side of the hall when she spotted Terry exiting the Gym.

"Terry, Terry hay wait-up."

Max maid it half way down the hall before her book bag broke. All the contents of her bag were spilled all over the hallway. Terry looked down the hall at Max with a boyish smile. Then back to Match, who he must admit look very different in normal clothing. They walked over to max and Match helped her gather her things, his smirked still apparent.

"Hay Max, what are you doing here?"

"We were suppose to meet up after school… remember."

"Yeah I'm sorry; I'll make it up to you somehow." Terry started to gather some of the book's to.

"Thanks." Max looked up at Match's face who was somewhat amused at her situation. "I'm really not this clumsy."

"It Look's good on you though." Match looked over all the stuff Max had in her bag. "Know wander your bag broke, you stuffed it." He grinned.

"I didn't even notice I was putting half this stuff in my bag, I was doing some research for the school paper and kept slipping as many data cards as I could find on my subject into my bag."

"By the way I'm Maxine, Max for short."

"Sorry about that Max this is umm." Terry really didn't know what to call him. Match wouldn't do. Max was smart enough not to be fooled by glasses and clothing and he never mentioned having an alias.

"Corbin, Corbin El Helix." Match announced. "Nice to meet you Maxine."

"Ok now that that's done you said you wanted to talk."

Max glared at Terry for tarnishing her moment, and then remembered why she had been waiting around for him. "Oh yeah, but before I ask I'd just like to remind you that you had mentioned "making it up to me somehow." I was hoping you could get me a one on one with Bruce Wayne of Wayne and Powers for the school paper."

"I don't know Max, but I'll ask."

"Thanks Terry." She beamed.

"I'm sure Uncle Bruce wont mind."

Max gave Corbin a shocking look. "I've been going over paper work all day and none of it mentions Bruce having a nephew named Corbin Helix. "Wait a minute you're his godson aren't you. Corbin El Helix Fox. That's you right. I knew your name sounded familiar."

"Yes, that's me. It looks like you could use a hand home." Max smiled up at Match who was now holding the majority of her books. She looked down at her broken bag and thought it would be of little use now. She turned back to Match who was taking some of the heavier books from her.

"I'd appreciate it." taking the offered hand she was gently pulled to her feet.

"Hay Terry Willie wanted you to meet him at Gotham's old style cinema house."

"Oh shoot I almost forgot, hay Max, Corbin do you mind if I split I have to go pick up something for Will."

"Sure go, Corbin and I will be fine he'll walk me home and I'll keep him company."

"Yeah go on. I'll make sure she gets home safe and sound."

Willie opened the door to his house. He hadn't expected to see Terry standing there.

"Come on in, my dad's not home yet. He won't be back until tomorrow."

Terry walked in holding two bags of old fashion paper back hard cover books "Where should I put these?" Terry indicated to the pile he still held in his hands.

"Put them on the living room table, I have to do my homework anyway but now I'm thinking it might take longer then usual."

Willie leads Terry into the living room. The room was well furnished with all earth tone wood colors. There was a small collection of paintings and sculptures off to the side of one wall.

"Do you like it?"

"It's amazing. Who did all of this?"

"My Aunt an I."

"Who?" Terry was still admiring the works of art.

"Jenny. Strong British accent."

"Oh its lovely." Terry replied in his best British accent.

"So where are we going."

"It's a surprise, but first we have to do our home work and I have to go set up so you'll have to wait here. I told Max to stall you. Well not in those words but still."

"She met my Friend Corbin and it seems like they might hit it off."

"Hey do you think he'd like to come along to. I invited Max but she said three was a crowd but if your friend Corbin comes then it'll be four and that's not a crowd."

"I think I can make that happen."

"Cool the more the merrier."

Ten minutes later and Willie was done. "Ok I'm off, I called Max an invited her and Corbin over to keep you company, the limo to pick you up will be down stairs at 5:30 ok, and Terry don't be late." He smiled

For some reason Willie had been on edge ever cense he got to Gotham's old style Cinema house. Something just wasn't sitting right with him. Nevertheless, he past it off as an irrational feeling there is nothing to be afraid of; the odds of something like the museum happening to me again are like a million to one.

Willie had rented out the entire top floor and had instructed the crew to set up the place so that it was as comfortable as can be. When every thing was done he told the crew that they could go home and thanked them for there help. Max had arrived some time earlier to help him set up. He was thankful for the company. Though all she could talk about was Corbin. In truth he was looking forward to meeting the guy.

"So Max you told me about him but what's he look like."

"Well lets see he's Tall I'd say about 6'2" or 6'3" with blondish white hair and pale green eyes and he has a body like a Greek god."

"He sound's visually pleasing as well as smart. Don't let this one get away."

"Hey." She looked down at her watch "Terry and Corbin should be arriving in the next half hour."

"Max do you smell that. It smells like smoke."

"Good nose."

The last thing they both saw was a mettle pipe.

Xavier school for the gifted. Same night.

Joshua could hear and feel the fear bleed through him, the sounds the smells, it was all so real, he could feel the heat of the flame as if they were licking his own skin. Joshua had been feeling Willie in his mind for a wile now. Ever since the night of the party as his new powers became stronger so did his connection with Willie.

He could tell when he was hurt or in trouble, happy or in love. It was even becoming hard to distinguish his feelings from William's. It was taking all his control to keep the psychological feed back one sided but he was becoming unsure of how long he could keep that up. Something inside of Willie was starting to push at the barriers.

Willie screamed as the fire spread from the walls. "ahh!" a flash of pain shuttered through his body.

_Help somebody help us. _Willies cry echoed in his mind. "I'll get us help, just hold on."

Joshua picked up the phone and punch in the numbers to Willies house. Terry and Corbin were watching the end of the game when the phone rung, they had ignored it letting the machine get it. It wasn't there house so it wasn't right for them to answer the phone.

Another searing pain shot through Joshua's frail body, Joshua couldn't take much more of this, not in his present condition anyway. Something had to be done and it was up to him to do it, Jay's eyes took on a black hue, he had never before tried what he was attempting now. "I'm getting help for us just hold on."

Help, Help us, come quick, we need you, Proteus is trying to kill Willie and Max.

All the TV's in Gotham became a static like face and for thirty seconds there was no picture on any channel. Just a static like face that screamed. "help… quick… we need… you. Proteus is … to Kill Willie and Max

Terry watched in horror as he saw a face that resembled jay's looking back at him. "oh god, Will and Max are in trouble we have to go."

"did that TV just mention Proteus." Asked Corbin as he shot out the door behind Terry.

Terry and Corbin drove up outside the cinema and saw smoke and flame rising out from the top windows. Both Terry and Corbin got out of the car and rand into the cinema. The firemen had yet to arrive but Terry heard someone say that every one was out except for the people on the top floor.

Corbin burst through the mettle door and ran up the steps he didn't dare use his full powers not now with so many watching and not wile he was with Terry. As Match he had been spending a lot of time with Batman, if people somehow figured out who he was they could guess who Terry was and he wouldn't do that to Terry.

Terry was behind him when he entered the room at the top floor. The first thing they saw was Max and Willie tied to beams as fire consumed the room, the flames were hot and quickly burned through most of the stuff in the room. Willie and Max both seem to be unconscious. Terry ran to Willie's side and lifted his head.

"Willie? Willie." Terry cried as he held his head firmly in his hands looking for any sign of response. Willie came too slowly, he looked up into Terry's eyes and weakly manages to say

"Save Max."

Proteus came up behind Terry and grabbed him, he tossed Terry a crossed the room. "Get out!" he screamed his body glowing with a strange light. Obscuring his features.

Corbin pushed Proteus hard sending him flying into the far wall, and then he kneeled down to help Willie up. "The fire is everywhere and spreading fast. You get max and get out of here I'll get Terry."

Willie wasn't too uncomfortable until he heard the sound of a protesting ceiling. He'd stopped walking. "Corbin man… ah, we have to get out of here. Fast."

Corbin looked around the room, then back over at Willie. "Willie!"

Willie looked worried but his voice remind steady. "I'll get Max!"

Corbin looked over at a sluggish Terry heaped on the floor and then back at Willie and Max. Willie was over by Max untying her. He turned his attention back to Terry and spotted Proteus.

Proteus was crawling out of the flaming rubble, his hands raised in protest. "You shouldn't have done that!" Chunks of fiery rubble slammed into Corbin. Sending him crashing through an old dumbwaiter

Willie looks at Proteus and froze. "I remember you."

A wicked laugh echoed in the room. "Good, but it won't be for long." Willie was sent flying through the air into a pile of debris.

Corbin flew up the dumbwaiter and then crawled out at the last moment. He looked around and spotted Terry helping Max run outside. Terry was yelling over his shoulder to Corbin. "Get Will!"

Corbin scanned the room looking for any sign of Willie. "Willie? Willie? We've got to get out of here!"

Willie had managed to dig himself out of the debris to see, Corbin dodging Chunks of wreckage that was being hurled at him.

The fire started to rage out of hand. Debris started to fall from the wall and ceilings. The smoke in the room thickens making it hard to see. A large piece of wreckage came down from the ceiling. The fire maid the object unrecognizable but it was obvious that if Willie didn't do something the object would fall on Corbin.

Willie pushed who he thought was Corbin out of harms way. A series of bright flashes occur as Willie's touch causes Proteus to have several visions. Proteus stumbled forward a foot or two and then spun around to see Willie wedged under a blaze of fire. Proteus's ruse was now gone, he was Haden Grayson again. Proteus grabbed Willie from behind and turned him around, shaking him. To anyone else it would look like he was desperately trying to get Willie out.

Proteus screamed. "You! It's your fault!"

Outside, Terry soon realizes that Corbin and Willie aren't behind them. "Max. Where are Corbin and Willie?"

Max took a deep breath. Gasping for air she managed to say. "I didn't see them come out with us."

The visions took Willie by surprise and maid him hesitate a split second to long. The fiery rubble came down on his left shoulder caging him to the floor. "Yaaaa… Yhaaaa…" Screams could be heard over the loud snapping and crackle of the fire.

Terry looked back at the door into the building where the fire was getting higher and higher.

"Willie!!" He ran back toward the building with no regards for his own life. He could hear Max calling his name but he kept running.

"Terry! The fire, Terry!"

Max ran away from the building as fast as she could, turning back a few times to look over their shoulder at Terry, who was heading back inside. The fire was intense and the smoke overwhelming. He saw Corbin over to his left and he spotted Haden unconscious on the floor next to a screaming Willie at the back of the room. He'd never get to them in time and even if he'd managed to get to them he'd have a hard time making it back. But this wasn't a problem for Match, A.K.A Corbin.

"Willie! Willie!" Corbin had just spotted Terry pointing to them on the far side of the room.

Corbin ran over to Willie who was now no longer screaming. He tossed the inferno of rubble off Willie and picks him up carefully, and then he pitched Haden over his shoulder and looked around for Proteus.

"We've got to get out of here!" Terry yelled.

Corbin ran from the house with Willie and Haden over his shoulders. Terry ran back to Max's side to check up on her. Once Corbin got to the edge of the street, he puts Willie and Haden down on the ground and lied on top of them just as the building exploded sending fire and debris shooting in every direction. The fire engulfs Corbin and Haden and Willie. When it clears, Corbin sat up. His face smudged with black and his jacket burnt, but Haden was unburned an Willie wasn't any more burnt then he had been.

Terry ran toward Willie with Max in toe. He shook Willie's shoulders and felt his neck for a pulse. "Willie! Willie!" Willie was badly burned but he was alive and ok.

Corbin checked Max to assure himself that she was ok then he looked at Haden who seemed to be having trouble breathing.

Max had run up to Corbin yelling. "Corbin! Corbin, are you okay?" She came to an abrupt stop as she looked down at Willie and Haden. "Oh, my God, are they okay?"

Terry looked up into fearful eyes. "Willie's badly burned and Haden, He's not breathing."

Max took a step over in Haden's direction. "I know CPR!" Max started giving Haden chest compressions. "Come on, You can't die on me."

Terry and Corbin watched fearfully until finally Haden starts to choke and sits up. Terry sighs in relief.

Haden looked at Max with glassy eyes. "I tried to save him. I tried."

"It's okay Haden. You're all right and he's alive, I think you scared Proteus away, thank you."

Corbin puts a hand on top of Haden's. Haden flinched. "You're gonna be okay." Corbin assured him.

Haden looks over at Willie. "Are you sure Willie's ok?"

"Willie's going to be ok. He has some bad burns on his back and he doesn't want anyone to touch them."

The flashing lights of an ambulance indicated that more help was on the way. The fire truck had already arrived and was tackling the fire. It wasn't long before they had the situation under hand.

_William, William. Can you hear me, its Joshua we're gonna be ok. We're on our way to the hospital. _

Terry took Willies hand as he hopped in the van behind him. "Will I'm with, I know you hate hospitals but I'll make sure there's always someone to stay with you."

Willie's eye's was glazed over and had a bluish sheen to them, his head was pounding and his back was num by pain. Willie could hardly see, his mind echoed with intruding thoughts and vivid images. He was flooded with over powering emotions, fear, hurt, pain, love, courage. All of these emotions and more came tumbling down on him. He could barely hear Terry calling his name before he passed out.

Three days later.

Mrs. McGinnis entered the hospital room; Terry was still sitting in the same plastic chair, as close as he could get to Willie's bed and holding his hand. Willie seemed to be unconscious, just as Terry had seen him the last three times he had visited.

"He wake yet?" she asked.

"Yeah but just for a little while. He had some water and then went back to sleep."

"Well he took quite a knock to the head, he'll probably be out for a little while longer."

"Yeah." Terry agreed.

"Why don't you take a break, you've been here for hours."

"No I'll stay. I'm sure Willie could do with seeing a friendly face when he wakes."

"And you don't think mine is friendly?" Mrs. McGinnis joked. She was sure that the two of them were in a relationship and that was Terry's motive for staying.

"Well try to get some rest."

"Yeah I will." Terry agreed. He would rest later, as soon as Willie was awake and more aware of his surroundings.

Willie was propped up on the pillows. Terry, Blaze, Max, Corbin and even Terry's mom was in his room surrounding his bed. He was trying to take in the conversation but the thumping in his head was not making things easy.

"…each other out." Blaze looked with interest at Willie.

"What?" Terry groggily replied. He wondered if they had drugged him, things really weren't making much sense. Next to him he could hear Max's trying to smother his giggles.

"Look guys why don't we leave Willie and Terry alone. It takes him a while to get stuff at the best of times; it may take awhile for everything to sink in with that lump growing out of his head." Max's pointed at Willie lump.

As the others left the room Terry turned to Willies "Lump?"

"Yeah, this thing here." Terry poked the lump in the centre of Willie's head.

"Ow!"

Terry merely smirked. "I love the way it's right in the centre and there's a huge bruise surrounding it."

"Wonderful, sounds attractive."

"Don't worry Willie, you look just fine apart from the bump…and the extra pale skin…and circles under your eyes…and the cuts and bruises and…"

"Yeah okay Terry, I get it. You really know how to make a person feel better." He smiled.

"Sorry Will, you still look great to me." Terry leaned in for a quick peck on the lips, not knowing that Willies father was standing in the doorway watching.

"Well if it isn't Terry McGinnis."

Terry jumped, startled by the sudden voice and quickly let go of Willie's lips.


	10. Chapter 10

Mr. Watts stalked forward, his eyes held a silent anger that the tone in his voice hinted too. He gave a false smile and with practiced restraint said. "Terry would you give me and my son a moment pleas."

"Sure Mr. Watts." Terry looked in to Willies eyes. "I'll be right outside." He whispered and then headed for the door.

William looked his father in the eye, he had nothing to be ashamed of and he wasn't going to let his father make him feel ashamed of what he had with Terry. He just faced a fire and death and he had survived that, he could survive this to; he thought.

"Hi dad." It had taken all his courage to hide the nervousness he was feeling.

"Is that all you have to say for yourself. "Hi dad."

"I could say the same thing seeing as how I'm laying in a hospital bed hurt, bruised and a little burned and the first thing you say to me! well it wasn't hi son how are you."

"Don't try and change the subject Willie. You were kissing him. You hear how that sounds, its not right, I'm not raising no sissy. You hear."

"it that all you see dad, when you look at me a sissy, just cause I like boys. Well here's a kicker I've always liked boys. So congratulations on not raising a sissy."

"That's it, I'm checking you out, we're going home, you're not to see any of your old friends especially that McGinnis kid. When your better you'll go to school and come right home, I'll have someone waiting to pick you up; after this season is over I'm transferring you back into boarding school."

"...but"

"No but William, you did this to yourself."

Willie couldn't help but hang his head now, his father was being unreasonable. He wouldn't be able to see Terry or any of his friends now. Not really maybe as he passed them in the hall at school. Willie watched as his father walked out the door.

Terry slipped into the room a short time after to find William fighting back tears. "what happen?"

"He… He's" before William could get a word out edge wise the door opened again and a nurse came in. "I'm sorry but I'm going to have to ask you to leave." She said. "Visitation has been restricted to family only."

"What by who?" griped William.

"Your father."

William could feel Terry tense up and see the anger in his eyes. "Can he do that?"

"Your only sixteen he's your guardian, so yeah he can. I'll give you five more minutes to say goodbye."

"No the goodbye have been said," boomed Mr. Watts "good day Terry." Mr. Watts held the door open and waited for Terry to leave. "You'll thank me for this one day."

I'm sorry mouth the nurse as she approached to check the bandages. "Is it possible for me to request that my guardian not be aloud to visit me?"

"You could request not to have any visitors at all."

"Excuse me but they don't pay you to talk." Mr. Watts looked coldly at the young woman. Who gave him an equally challenging look.

"I'd like to do that." Replied Willie. The nurse just smiled. I will get right on that Mr. Watts. She walked out the door and came back with a pin and a form in no time.

"I'm going to have to ask you to leave now Mr. Watts, this client has requested not to have any visitors, we'll call you if the status changes."

"William stop this now."

"Would you be kind enough to hold the door open for my father, I'm not quite sure he can find his way out."

Mr. Watts turned and headed out of the room grumbling to himself.

"Do you think I can have a phone put in my room?"

"I'll get right on that Mr. Watts."

"It's William. I have one more question; can he really check me out?"

"Not until you're out of intensive-care, and the names Ramona."

Ring! Ring!

Proteus disguised as agent Haden had been sitting in his office planning on how to get close to Willie Watts undetected. Somehow the boy was linked to the item he needed. He couldn't figure out how it happened or for that reason why but he'd failed twice now and a third time would be unforgivable. Time was growing short. He had to retrieve the gem before the big merge and for that matter before this body waned. Proteus turned seconds before the phone actually rung. He couldn't tell who it was, a testimony to the power he'd lost. He cursed aloud and picked up the receiver. "Agent Haden."

The voice that pushed through the phone like was distinctly harsh. "Do you know who this is?"

"Yes it's…"

"Don't say my name." growled the voice that came out the line. "This is your last chance get me that gem."

"I think I have away in but it'll take time to set up."

"Just get it done before the merge."

Bruce had been doing some under cover work of his own, nothing serious though; just getting the facts together and making sense of what was going on. So-far he has deduced that the homo-superior that Terry and Emma's team got in a fight with was called Proteus and that he was connected to the recent robberies of several large Gem's. He would have never made the connection had it not been for Emma giving him unlimited access to her computers.

He learned that Proteus could transfer his mind from body to body, overriding the host mind. After seeing the brain scans of his last victim and reading the report on her recovery, he'd decided that the best way to find this mutant was to find where he'd been. Bruce pulled any hospital reports that had flag words in them. Like complaint of headaches or loss of memory stomach pain and fatigue. There were eight people in with such symptoms on his list three of which were being held by the authorities for theft.

Sure enough when Bruce checked their C.T., he found the evidence that he was looking for. There was a small laceration on the brain of each one, identical to the one he had of Emma's student.

Mr. Watts had tried going to the hospital for the past two days just to be turned away. He was furious at the staff. Willie was his son and he had every right to see him, he was paying the bill for fuck sake. But still they wouldn't let him go up and see his son, he'd been able to find out what was going on with him medically and had even been kept in the loop when the doctor changed his medication, but they wouldn't let him go up and see him. He had finally given up and gone home.

Not even five minutes after being home, his intercom buzzed. Mr. Watts clicked on the vidcam to see the doorman and a man that look vaguely familiar.

"Hi Mr. Watts I'm agent Haden, I need to ask you some questions regarding your son, my I come up."

"What the hell!"

"I'd rather talk in privet if that okay with you, we could do it here of at the station your call." Proteus could hear the reluctance in his voice and knew that this would give him the edge he needed.

"Let him up." Mr. Watts sighed. Seeing as he had little choice.

Proteus knocked on the door minutes later. Mr. Watts opened the door and was surprised at the cold rush and the flash of light he saw.

Proteus watched as agent Haden's body fell to the floor. He looked over at his reflection, not pleased at being a little on the fat side, or old for that matter, but it was only temporary. He left the apartment door open and agent Haden on the floor. Testing his voice on the ride down on the elevator, and easing into the new form, this has to work he thought, The door chimed and he stepped out.

"Mr. Watts?" questioned the doorman.

"Oh I'll be right back, agent Haden's waiting for me, the hospital called and said that I could go and get William so I asked him if he mind waiting, he said it was ok with him."

"Oh, well do you want me to stop in a check on him."

"He's and agent what, he's going to do rob me."

"You have a point."

"I'll be back."

Bruce first called Emma to let her know what he had found, then call Terry who seemed a little better after the past two days.

"Terry I filled in Mrs. Frost on what I found but I can only go so-far with following a paper trail, I need you to go and see the three people on this list."

"Sure no problem, hay one of the people on this list lives in Wills building."

Bruce could hear the waver in Terry's voice. "Is that going to be an issue?" however he need Terry to be 100 right now.

"No not at all." Terry pushed down his feelings and focused on the job at hand thankful for the distraction, he only hoped he could be as sure of himself when he walked into the building.

Terry saved the person in Wills building for last, he'd asked each person to tell them all they could remember about what happened.

Mr. Dulton as he recalled didn't remember much. What he did remember was being in a class room with about fifty people and listening to a speech being given.

It was a good speech. The old man smiled. The man at the podium was in a wheelchair and he was balled. He was talking about people and their mental habits; he said the trouble with most of us is, we'd rather be ruined with praise than saved with criticism. I have to agree. Anyway that is when, the woman got up. I was there with her but not, it was like I couldn't be seen and I had to go where she went, anyway she left the room and went to another room with a safe, I watched her melt the safe with her hand and take out this large blue gem. Then that was it. I came to in a hospital bed.

After some questioning terry realized that Mr. Dulton was describing Tanya Aims the woman arrested for that theft. He couldn't have possibly known that, he was in the Caribbean and was returning on the plain the day that happened. Yet he knew things about it that wasn't in the news.

Tanya Aims had a similar story. She saw a group of people gather together talking they called themselves the dark Illuminati she couldn't see much, each person had a black robe on and was hooded but their was a teen, and he just killed Tony Stark, he ripped his hart out. The man who she was connected to just laughed he made a sick joke he said. In the end, the red just isn't red enough. And he kept laughing like his death was funny. And that was it I woke up in jail. Lucky for me I only got put on house arrest, Mr. Xavier didn't press charges.

And now Terry was going to see Marcus Nox the last person on the list, the person Tanya had described and the one who lived in Wills building. Terry just hoped he didn't run into Mr. Watts.

Terry walked to the door and saw Dan the door attendant. "Hi Dan."

"Hi Terry, what ya doing in these parts."

"Just going to see someone." Terry really didn't want the guard to know who. Mr.  
Nox had agreed to be seen only if no one knew and Terry was going to hold true to that.

"You know I can't let you go up to the Watts house right. Mr. Watts said some pretty colorful things about you, I kept trying to tell him that you were a good kid, you know how you helped Willie out and all, but he wasn't hearing it, he said… who cares what he said, even if it were true it shouldn't be repeated. But to be honest I never would have guessed."

"Yeah well Mr. Watts is a lot of colorful things too, but I'm not going there. look Wills not even home so I got no reason to go up there."

"Well okay then, that's good enough for me go on in Terry."

"Thanks Dan."

Terry hesitated in the elevator for a moment then hit the button to go to the fifth floor. He rung the bell and waited for Mr. Nox to come to the door. He was surprised when a young blind man ambled to the door and ushered him in.

"Hi you must be Terry I'm Marcus Nox, do come in."

The young man had a warm smile but his eyes hid pain. "So you said you wanted to talk."

"Yeah can you tell me what you remember about the night you were found."

"I can remember everything. Everything I did and said, the only problem was it wasn't me doing it or saying it."

Terry must have looked surprised because Marcus stopped talking for a bit. "You can remember everything."

"Yes, some of the thoughts are mine and some aren't but I can remember it all, I haven't been alone in my head from that night on."

"Just start from the beginning if I have any questions I'll ask them."

"Okay well for me I guess it started when the young man outside Gotham mental institution collapsed into a coma. I was a patient there, autism. Well anyway he collapsed and they brought him in. I don't remember much of my life before that point but I can recall a lot of his. He called me over, not with words with his mind, he told me to touch the body. I didn't know much of life as I said but I do know that I wasn't scared. I touch him and I kind of went to the back and he was in the front. I was a witness to my own life and for the first time I understood people. Are you following me."

"Kind of so far, go on." He still had those sad eyes.

"oh right this is important, My mutation caused my autism. I don't have it any more but I exist in all locations within time and space at once. It's enough to drive anyone crazy. But back to the story he rode me like a bike and took me places, most of the time to meeting with men in robes. One night there was a man there, umm; his name was Steven, Steven something, umm storng, straing, strange. Steven Strange. That was it, he was there and I had to watch myself kill him. It was horrible he used me to kill him."

Terry was obviously confused. "Steven Strange, you couldn't have killed him he's alive.."

"I know, and that's what the cops said but I know I killed him, I mean he used me to do it, just hear me out. We were in a dark room and there were six other people there all in robes, but I couldn't see them but he knew one of them. The one that told him to do it, to kill Steven. His name was Tony Stark but he wasn't the real Stark. Anyway I watch myself, I could feel something ignite deep within me. He said to Tony mockingly Oh here come the big lights, time to say night. Then he focused my power on him. at first it was only a little to watch him writhed in pain in he pushed all of it on him he said I can see the whole of time and space, every single atom of your existence and I divide them…"

The pain that Terry had seen in Marcus's eyes soon turned to tears as he relived the moment. "he cried out in agony and I couldn't do anything to help him or stop it all I could do was watch as one by one Mr. Strange's cells were divide and scattered across time and space, and then someone who looked like the man I killed took his place. He made me do so many atrocities after that and then I managed to gain control for a moment and burned out my eyes. He couldn't use me after that so he jumped to another body but not before locking my powers first and leaving me with the knowledge of everything that happened."

"Is that all?" Terry knew he was telling the truth but it was still hard to believe.

"Yeah thats all."

"Okay then thanks Marcus. I'll show myself out." Terry was half way out the door when he heard Marcus call out to him.

"There's one more thing. I know crazy, I was crazy, he's not whole, David that is, half of him is missing, it's like someone shattered him and left him that way. That's all."

Proteus arrived at the hospital an hour later but had been stopped by the guards from going up to Willies room. Now how the hell was he going to get there. Then it came to him. Proteus watch as the janitor turned the corner.

"Excuse me but there's a flood in the bathroom." As he suspected the man made his way to the room he'd indicated, mop in hand, muttering a string of profanities about kids and stuff. It was almost two easy.

He was sure the thud of Mr. Watts hitting the floor could be heard from the hallway and it was best to cover his tracks, not that he thought anyone would thing anything. Proteus ran out the room yelling. "Help, someone get a doctor, he… he just passed out."

The commotion that follow was the perfect distraction he slipped by the guards without a care and made his way to Willie Watts room. He opened the door after telling one of the nurses that he was only going in to get the trash. He closed and locked the door behind him.

"Hello Willie, remember me."


	11. Chapter 11

Chapter 11

Proteus took a good look around the room, it was nice. A single bed by the window, the door just left of the bed was the bathroom and to the right of the bed were the I.V. and other medical monitors, opposite the bed was the two-seater couch and off to the far right hung on the wall was the TV. The boy had all the perks.

"Nice, Daddy sprung for all of this and you won't let him up to see you." **Tisk, tisk. **"What a son. Anyway you have something of mine and I'm here to get it back."

Willie watched in horror as the janitor fell to the floor, leaving nothing but an outline of energy in its place. "Proteus!" Willie scrambled to his feet but there was nowhere to run all he could do was press his body even closer to the window.

Proteus reached out for him and with that first touch, all became clear, but it was too late to warn anyone. Willie could feel the strength of Proteus's mind pushing him aside even after so many battles and the loss of so much cerebral power, the man was still a force, a mental juggernaut so to speak.

"Oh Dear!" gasped William as he became a passenger in his body. William cried out, first in fear, then in anger just to be shoved deeper into the back of his mind.

"Quiet, or when I leave I'll kill you."

Willie stopped his screaming long enough to look around, his mind was like a maze full of doors and each door held a memory and just to look upon a door would ignite the feelings of the memory that hid behind the door.

There has to be a way out of here, Willie opened door after door looking for something, anything that would lead him to the captain's seat of his mind and allow him to reclaim his body.

There deep in the back of his brain was a red door, and as he looked upon it memories after memories flooded in, the kicker was they weren't his.

"Hello Bruce. Did you get my report?"

"Yeah Terry, it was helpful, I figured out what's going on I'll fill you in later but right now I want you to go to the bat cave and get ready for war, oh and Terry feed Ace."

"Where are you?"

"I'm pulling up to mutant high. I have to talk to Emma and Hank. Don't forget to make the calls"

"I won't but who am I calling the JLA, the Titans, fantastic five, Titans East, who?"

"Everyone. Call everyone, I gotta go."

Bruce's limo pulled up in front of the manner, he wished he had better news but that was just a wish. He stood outside for a moment before gathering his will. When Bruce got to the door it opened.

"Pardon me bub!" said a scruffy man with funny hair. The man stopped as he sniffed the air. "Have we met?"

"Maybe in another life."

Funny Bruce thought to himself, that man hasn't change a bit, it's been almost forty years and he looks the same.

"Are you coming in or are you just gonna stand there." smiled a little girl.

Bruce walked and smiled back at the little girl. "Aren't you a little young for high school."

"I'm with my brother silly." She pointed to a teen off to the side that just turned to look at her.

"Molly let the man alone. Sorry she can be a handful sometimes."

"Hi Bruce, C'mon up." Emma was looking over the banister, she watched him give the boy a funny look before he ascended the semi spiral staircase. "What was that look about."

"That kid looks like someone I knew."

Emma looked over the banister again. "Do you know them; they just showed up out of a porthole, poor kids."

"I might, what's his name."

"Slade Wilson."

Bruce nearly dropped his cane, Emma reached for him but Bruce caught himself before he could fall.

"I'll take that as a yes."

"Emma I'll have to tell you about them later but right now we have to find Hank."

"He's in the infirmary with Joshua; it's quite a walk so you can tell me on the way."

"Fine, but you're not gonna like it."

One moment Joshua was sitting up in bed talking to Hank about a theoretical process that might restore his wings the next he was doubled over screaming in pain, his mind felt cold and un-complacent. Fear gnawed at him a fear that was and wasn't his.

Jay's head nearly split open with the mental panic. He knew William would have found the link sooner or later, he just didn't think he'd go all Carry about it.

_Jay! Jay is that you. Please let it be you._

_Willie calm down, it's me are you okay, what's going on?_

_Proteus got me, I… he's after the power of some gem but I don't have it._

Jay reached out and touched Wills mind and in doing so he touched Proteus's. "God no!" In that moment Jay saw a glimpse of what had happen in the alleyway, somehow during that first fight with Proteus when their powers collided, something in the mind gem was triggered, a failsafe so to speak, all the power was somehow transferred into Joshua and William and now Proteus is going to use will to regain that power. _Will whatever you do don't let him find this door, I'll get you out but don't let him find this door._

_Joshua what's going on, I don't understand!_

_Just don't let him find this door damn it!_

_Okay, but hurry!_

"Joshua who are you talking to?" The worry lines that some people get were even more prominent on Hanks face, so much so that if it wasn't blue Joshua would swear that it had lost color.

_I was talking to William _

Hank shivered bodily. "I really wish you wouldn't do that."

"Oh sorry it's just I was talking that way with."

"It's okay. Anyway you look like something awful happened."

The look Jay gave Hank could dig a grave. "It's about Proteus and I think I know why he's after William."

Hank waited for Jay to continue then realized that Jay wasn't going to, he watched Jay raise his head to look at the door.

"It's ok we're alone."

Jay smiled. "It's not that I just don't want to repeat myself." Moments before he finished talking Bruce and Emma walked in the infirmary.

"So you see Emma, that's how I know him, his alter self; the one from this dimension was a major player for the super-villain side. Of course the Slade Wilson I know is almost seventy and working on the hero's side now but that's another story. Where is this infirmary anyway?"

"Where here."

"Okay now you're just showing off."

"What'd he do now?" inquired Emma.

"Right now that's not important. Dr. McCoy the three of us need to talk."

"Good you're here." interjected Jay knowing that Bruce Wayne fully intended to leave him out of the conversation. Like hell he was going to allow that. This was about him and William and he wasn't just going to sit on the sidelines.

Bruce hated being interrupted, he looked between Jay and Hank "What's he talking about?"

"Jay thinks he might know what Proteus is up to." Said Hank.

"Funny, Bruce and Batman Just managed to put the puzzle together themselves." Emma took the seat next to hank allowing Bruce the remaining seat, the one closest to Jay.

Bruce looked at Joshua, the boy definitely seen better days. "You can go first."

"Thanks." Said Joshua as he cleared his throat. "Proteus is after the power of the mind gem and that power happens to be in me a William."

"That's only the half of it." Said Bruce.

Hanks eyes had grown big. "You're not talking of the Infinity gems are you."

"Yes. He is." Said Emma.

Hank spun to look at Jay. "You mean the power of an Infinity gem is in you right now?"

Jay just nodded as Bruce continued to talk.

"Each person that was robbed had one of the Infinity gems. From what I gathered, a group called the Illuminati del Mort is the root of this problem."

Jay gasped as he spoke. "They have all the Infinity gems!"

"All but one." Bruce corrected. "I'll cut to the meat and potatoes of the matter; we're dealing with a cult. A bunch of religious zealots, predicting the end of days and what needs to be done to save mutant kind. The members of the group believe that the recent population loss of mutants is a sign, a warning that now is the time to save ourselves from the horrors that's to come. There teachings tell them, that to save ourselves we must reunite ourselves. I have no idea what they mean by that but I'm sure it's not good."

"I know what that means." Said Jay. "In a nut shell they're trying to merge this world with its counter parts."

"That can't be." chuckled Hank before he took on a more blanch tone. "The odds of a successful blending of realities are improbable. This would kill trillions of people if it succeeded at best, I, I… I don't even want to think about what would happen should it fail.

"That's why we have to stop them."

Jay watched as Emma's face morphed. He as well as anyone who knew her knew that look. It was a look of determination, that look had a power of its own. Jay often joked that if she willed it she could inspire mountains to move, and now coupled with the raw emotion of those words. She could rise and army.

Jay let that emotion fill him, and with a determination of his own said. "I'm in."

Willie could feel his body moving, hell he could even see what he was doing, but he was powerless to stop it. He watch Proteus Move from the bed, tug on the W.W. letter jeans Terry had got him and a tank-top.

_You know kid you could look really hot when you want_. Proteus semi spiked his hair, so that it fell in a sort of curl. Looked in the bathroom mirror and stated. "It'll do."

William winced in pain, the burns weren't totally healed and there was still a lot of swelling, and even though Proteus healed most of the damage, the pain was still there.

"Mr. Watts." Called Ramona, his nurse. "You shouldn't be out of bed yet."

Ramona don't, stay away, it's not me, it's... Proteus chuckled as he shoved the nearing nurse aside. The boy was persistent but he was no telepath, though it was amusing to watch him try.

_Leave her alone, asshole._ Shouted Willie but that didn't stop Proteus.

_Gee that's original_

Proteus grabbed Ramona by the neckline and sent her flying across the hall. Willie knew he didn't have that kind of strength. Proteus must have thrown in a little mutant power behind his push.

"Guards, Guards!" call the nurse as she looked back to call to the retreating boy. "Mr. Watts you're not cleared to leave the hospital, Mr. Watts… Guards!"

Proteus ignored the nurse and stepped into the elevator. He wished he could do something about the surveillance cameras. He flexed long dead techno-pathic muscles, to show as a testament to what he'd lost and was surprised when a surge raced through him.

Proteus smiled with glee both inwardly and out. _Now this is a pleasant surprise, William buddy, you've been keeping a secret!_

_Get the hell out of my body._

_Calm down I'm just trying to be nice, you know I could make this enjoyable._

Willie watched as all the doors and steps faded away to be replaced by a semi messy room. He knew this room, it was his room.

"Hey Willie."

William turned to see Terry sprawled across his bed, exposed as the day he was born. Will stiffened in more ways than one. He watched Terry stroll slowly from the bed, his heart quickening as his lover came to stand in front of him. "And your boyfriend standing with a dumb founded expression while he stares at your naked body, priceless."

Will couldn't help but lean into Terry's body as he pulled him forward, he grew even harder as he felt his flesh press against Terry's and when did he get naked he thought, oh right this is a dream. No not a dream a nightmare. Willie pushed against the fine chest.

"Stop, you're not Terry."

"What." Smiled the doppelganger as he stepped closer with each word. "I look like Terry; I feel like Terry, I smell like Terry." Willie was pressed bodily against a wall. Where it came from he had no idea but it was there. So was the arm that hooked around him and the hand at the back of his head that comfortably curled in his hair to pull him forward for a demanding kiss. The kiss was broken with a soft kiss and a whisper of. "I must be Terry."

"Mmm Terry." moaned Willie, wait not Terry, that's not terry. Stupid teenage hormones, chided Will to himself as he fought to gather the remains of his scattered brain. "Get the fuck off of me, for that matter get the fuck out!"

"C'mon baby you know you want it."

"Yeah but from the real Terry not a Proteus replication of Terry."

The visage of Terry disappeared leaving a tall, lithe, cherry blond headed man in his place.

"Proteus!"

Proteus smiled at the way Willie pronounced his name, it wasn't as full of disgust as he would have thought. "In the flesh, kind of." He brushed his hand along Will's cheek. "You like."

"You just surprised me that's all, and I don't like."

"Really!" Proteus pulled Will into a deep kiss and ignored Will's muffled protest or the feeble attempts to brake free. The sound of the elevator door opening brought Proteus back to the real world. _I'll have to play with you later Luv._ Checking his watch as he walked out of the elevator, Proteus extended a bit more of his techno-pathic powers and took down the cameras in the lobby.

Proteus pulled out the Vid-Cam. From his pocket as he walk to the nearest car, waving his hand in front of it the door opened. "Boy I missed this power."

"Hello Prim, I got it."

"Good come to the meeting place."

"Fine."

Emma, Hank and Bruce all looked at Jay with mixed emotions, but it was Emma who spoke first.

"Jay, I know you want to help but it's not possible for you to do any good in your condition."

"You know she's right your wounds are still to extensive. You have three fractured ribs and a hair fracture on your spine, not to mention the wounds where your wings were and those still haven't healed yet. If you focused too much power on something other then maintaining your strength you could..."

"I get it, and I'm willing to take that risk."

"But I'm not; it doesn't sit right with me letting a teen go into a battle like this."

Jay turned his attentions to Bruce. "That makes you a hypocrite Mr. Wayne, and who said you get to call the shots for me."

Bruce quickly guarded his thoughts, was it possible that Joshua knew about Terry, was the boy reading his mind. From what Emma said the mind gem bestowed limitless mental powers but one must first know how to use those powers. If the boy already knew how to use those powers then he could easily get pass the psionic chip.

"What's he talking about?" asked Hank.

Jay could see that he guessed right by the slight twinge at the corners of Bruce's mouth. So terry was Batman. He knew something was up by how the kid fought and the fact that Mr. Wayne just happen to know bat man, not to mention that William subconsciously put the pieces together. Jay quickly covered. "He knows Batman right, well batman has had minors working with him nearly his entire crime fighting career, I take it Mr. Wayne wasn't oppose to that." Jay looked Bruce stern in the eyes, daring him to lie.

"I was."

Jay was flabbergasted. He lied. Outright lied.

"Now I think we should let the boy rest and continue this elsewhere, our talk seems to be getting him worked up."

Emma and Hank agreed and stood to leave the room.

Jay spoke just loud enough for Bruce to hear. "You lied."

Bruce thought loudly just to see if the boy could read his mind. _I knew you wouldn't tell when you covered for me, so yes I lied._

Jay could hear him but he wasn't about to let Mr. Wayne know that. He simply got out of the bed, grabbed a few ace bandages and whispered to Bruce. "If Terry's going, I'm going."

Hank was about to ask Jay a question but before he could get the words out. Jay shouted. "To my room."

Emma tried to get a read on him but Jay was completely blocked. "What did he say?"

"I'd rather not repeat it."

Terry had made all the calls Bruce asked him to, the word was out; now all he had to do was wait. It's not they had any leads.

Ring! Ring!

Terry looked at the vid-com. It was the hospital. "Hello Mr. McGinnis I'm calling to find out if you have any means of reaching a Jenny Watts would you."

"No, why?"

"I'm sorry I'm not at liberty to say."

"Well I have Mr. Watts number if it's about Will."

"Sorry but that won't do, Mr. Watts is incapable of making suitable choices at this time and Jenny is the next of ken, you wouldn't happen to know any of his other kinfolk would ya."

"Umm no, can you just tell me if he's ok."

"Sorry dear, I can't, I could lose my job HIPPA and all but if you think of someone you let us know ok Hun."

Terry hung up. "Thanks for nothing." He picked up his vid-com again.

"Hey Max, I need a favor."

"What kind of favor McGinnis, cause last time I did you a favor, you…"

"Max! This is important, something's happening to Willie and they won't tell me what happen. They called me looking for his next of ken and before you ask. Yes. I couldn't find her, and his mom is dead."

"So dads out of the picture, the aunt is missing, and a cadaver won't do, got it. So what do you want from me."

"I need you to hack into the hospital files."

"Terry! I could go to jail for doing that, and I don't have a fast enough computer to do that and I'd need an encrypted line."

"What if I told you I know someone who does, would you do it."

"Terry I don't know."

"Max I wouldn't ask if it wasn't important."

"Okay fine, where is this super computer anyway."

"Mr. Wayne's house, how fast can you get here?"

"From my place twenty minutes."

"Maxine, hurry!"

"It really must be important."

Terry hung up

"Have you got anything?"

"You asked me that five seconds ago."

"Well have you?"

"For the last time Terry no this takes. Got it." Max looked at the screen as it read access granted. "Oh crap, sorry Terry this isn't the administration files it's the security files."

Max was about to sign out when terry stopped her. "Computer zoom in on room six B. Look, isn't that Wills dad."

"Yeah it is. I guess he got sick or something."

"Max do you think you can get Willie's room"

"Well we're already in the system so it's just a matter of telling the super computer what to look for. What's his room number?"

"5.C."

Max hit a few buttons and there was Wills room but know Will.

"Max!" Terry clenched his fist fighting back the all too real fear that he might have lost Will forever. "He's not in his room." Terry paced back and forth he couldn't stay still.

"He's not in the hospital."

"Oh no!"

"No Terry not that, he's really not in the hospital, is says here that he was illegally discharged."

Terry gave her a blank look. "So he walked out."

"yeah, but look this is weird, the janitor was in his room and then he passed out after that the cameras got all blurry, it looks like a funky light show."

"That's no light show that's Proteus."

Terry and max turned to find Joshua standing behind them.

"How the hell did he…"

Jay smiled at Max as he looked into her eyes. "Teleported, Now…" s_leep and forget._

"Get…. In…. hheeerrre."

Terry watch max slump over. "What did you do to her?"

"She'll be fine; she'll wakeup thinking this was all a funky dream."

TBC


	12. Chapter 12

"Listen Terry, I don't have time to explain it all, but Williams in trouble. Proteus got to him."

"I know, me and Max just watched it."

"Well then you know why I'm here, we need to save him before it's too late."

"Before what's too late?"

Jay gave Terry a knowing look, the kind of look that said it all in a nutshell.

Terry's heart skipped a beat. "Is he going to…"

"It's a possibility, if we don't do something fast." Jay had been seeing possible futures for days now, and his options were growing smaller and smaller as time passed, and not for the better. "Terry listen; I know where to find William but I need help."

Terry's face took on the batman trademark expression. "Count me in."

"Good, now well need some muscle, does Bruce have something in this bat cave that can give us the edge."

Terry was shocked that Jay knew about Bruce, not shocked enough to ask how while Will's life was on the line, but enough to note it as a topic of conversation to get back too.

"Bruce always has something to give him the edge, but if these people are as powerful as Bruce led me to believe then we're going to need a lot more than the latest toy."

"I take it you got an idea." Jay said knowing full well that Terry had something in mind.

Terry pulled out his vid-phone. "Hey Match I need your help."

"Sure anything." Match paused as he saw the lump hunched over on his vid-phone. "Umm… Is that max's I see slumped over in the background?"

"No" said Jay knowing that Terry wouldn't be able to say it with confidence.

"I can magnify my vision." Match said as a matter of fact. "Terry?"

Terry sighed. "Yes, but…"

"Why is my girlfriend passed out in the bat cave?"

"Its a long story and one I'll tell you in full detail, but first I need you to get over here as fast as you can and… hello, hello, match."

A gust of wind zipped past Jay and Terry. Followed by a voice and a blond that hovered over max. "So explain." Match gave Max a slight nudge to wake her, but nothing.

"She'll be out for a while." Explained Jay. "But right now we have to go, believe me she's ok."

"Wake her up!" Match gave Jay a stern expression.

"Fine, but she doesn't get to come with us." Stated Jay.

Prim stood in the shadows and watched his minions assemble, but he was waiting for one person in particular. It would be a few hours before all was ready, the akashic circles still needed to be drawn, Stark was still assembling the main component to the reality converter and his ultimate weapon was not quite done.

"Sir."

Prim waved Stark forward. "What?"

"The nanites are ready and the test subject is…" Stark smiled "in place." He never really like fish boy anyway. "Now just to go over the process. The nanites are from the time traveling killing machine, Fury of the parallel earth 238, they have been upgraded and modified as per your specifications, using the Brainiac technology and the Crimson Gem of Cyttorak is set in place. So the DNA machine is; as I said, ready."

"Good then lets begin." Grind Prim. All was falling into place. There had been a few setbacks but for the most part things were going well.

"Let me pass you fool." Proteus shoved the man aside with his mind. "I swear that man's an idiot."

Prim looked down from his spot in the shadows, eyeing the commotion. "Have you got it." this was the last piece he needed.

"Yes" I got it. Thought Proteus. _All the powers of the mind gem under my control._

"Good" chimed in Stark who was walking alongside Prim. "Give it to me, I'll hand it to Strange on the way."

"You and him might have to modify that toy of yours, because the boy is the gem. Now I'll do what ever you need me to do…"

"You're not going to like what I have in mind." Said Stark just before hitting Proteus with a stun gun. "Some Psion." Smirked Stark as he watched Proteus sank to the ground.

"You." Prim pointed to one of the many lackeys. "Bring him to strange and tell him that he's the gem."

"Son of a bitch!" gasped Proteus as darkness obscured his sight. He wasn't use to being the one forced into a blackout.

Willie could see his captor taking form and looking around. "It's not all it's cracked up to be is it."

Proteus turned to see Willie standing in the middle of a dark room. Proteus sighed and clenched his fist, well there wasn't much he could do from in here, and he'd have to wait until he woke up. "well you still have some spunk left in you, Good; cause I have some time too kill and I remember making you a Promus." Proteus liked his lips and took a step forward.

With a wave of his hand he changed the scene of the room and everything in it. Where it was dark and empty it was now filled with red candles and wight orchids. Willie was in a lavishing hotel room some sixty odd floors off the ground, and nothing but green rolling hills and star filled sky's could be seen out the window. Proteus took another step closer and Michael Buble's feeling good begun to fill the air. He was now standing in the light; his green eyes a contrast to his semi dark red hair, a tight red and black sleeveless shirt with loose matching pajama pants, materialized on him. Even Willie couldn't deny that the psycho had good taste, the cut fit Proteus lean frame all too well. "So, about that spunk." Proteus bridged the gap between himself and Willie, crushing Will to the wall with his chest.

And that was the last straw for a one Mr. William S Watts. "Oh yeah, I still have some spunk." Willie was tired of getting kicked around, bullied and berated. He got enough of that in the real world, he'd be damned if he was about to let it happen to him in his own head.

Without further thought he raised his knee. In one swift action, Knee connected with groin, groin protested in pain, followed by a fettle position, hands cupping balls and a god awful roar filled the room. Willie hated to do it and he knew as a man he'd committed some cardinal sin via the man rule, but he was done being the punching bag. For once he was going to do the punching are in his case the kicking.

"Ahhhgggg… You're so dead." Proteus pounded the ground with his fist, making it quake. The beautiful orchid and candle visage crumbled away, leaving a maze of doors steps and fire pits. It was a cross between M.C. Escher relativity painting and something out of Dante's inferno, and as Proteus started to get up fist balled and waves of lord knows what pulsing from his body –Willie thought to himself- running wasn't quite a bad idea. Will turned and ran. _Jay if you're out there and you can hear me, please get me out of here._

Bruce tried to contact Terry again and still got no answer. "Something's wrong. Emma do you think you can…"

"I can try." She smiled at the turn of events. Emma sat in the back of Bruce's tricked out Limo, while Hank was at the keypad calling in back up. She cleared her mind and let her power rise to the surface, then she begun to focus that power on Terry. Her vision started to clear and she could see, Terry, Joshua and another boy who's named she picked up to be Corbin. "They're going after William."

"They?" both Bruce and Hank replied.

"Terry, Joshua and some boy named Corbin."

Bruce grunted, as much as he wanted to go after Terry, there were other things that needed to be done. His intel from Phantom said that Prim was going to make his move tonight and Haden vaguely remembered images of a landing strip. There were only fourteen landing strips in Gotham and seven of them were for commercial traffic. He was willing to bet that Prim was hiding his operation in plain sight. "Hank look over all the shipment logs, see if you find anything. Emma, talk to the staff find out what you can. I have an Airport to buy."

"Now's not really the best time to go shopping."

Piotr had been his usual quiet self, and Bruce had almost forgot the big man was even in the limo. "Now's the perfect time to go shopping…" Bruce lamented.

"I know, they let prospective buyers explore the place. I was joking with you Mr. Wayne."

The big guy was smarter then he looked thought Bruce as the car pulled up to the airport.

"You have no idea." Sais Emma as she walked pass. Leaving Bruce to wonder if she read his mind and how was she capable of doing so.

Tony had just finished strapping an unconscious Namor into the chair. The bans where mad of adamantium silk, so Tony was confident that Namor wasn't going anywhere.

"ok, do it." Tony waved a hand to one of the techs in the room and soon after the machine started up.

Namor begun to wake up and tugged at his bands. "What's going on?"

"You betrayed us." Tony said flatly. "So were using you as the test subject, if it works's you won't remember a thing you'll be obedient and perfect, and if it doesn't…" he smiled.

Prim looked at Namor. "From what I gather this is going to be painful. First all the realities of yourself will come crashing into you, then the nanites will get rid of all the junk DNA and amplify your new powers, and the gem will give you the body to house such raw power, of cores I added a mind altering agent into your nanites, just as a precaution."

The machine fired up and Namor screamed.** "Aaagggg"** after a few seconds it was all over.

"That it?" said Prim.

"What, you were looking for something more flashy?"

"I just thought there would be more of a light show, what's happening to him"

Stark turned to look at Namor, who was growing younger by the moment. "What a fortunate side effect."

"He looks so young."

Tony checked the reading. "His brain patterns have changed, that's not our Namor, but the process seemed to work, I think I know what went wrong but I'll have to double check. But first." Tony walked over to the computer and punched in a few codes. "Now listen to me, you are Amron Stark my loving and obedient son."

Amron took in the room before speaking. "Am I sick."

Tony could see why he would come to that conclusion; this did look somewhat like a medical facility. Tony watched in amazement as Amron teleported out of his confinements.

"I don't feel sick."

"You're cured son.' said Stark with a satisfied smile.

"Enough of this." Prime stalked forward and grabbed Stark by the neckline, but before he could hall him into the air a strong grip clasped over his wrist, the sounds of cracking bones could be heard and just as swiftly as Amron had moved he had tossed Prim into the adjacent wall.

"Don't you dear touch my father."

"It seems I have the upper hand now, wouldn't you say Prim."

"You're making a mistake boy and so are you Mr. Stark"

Prim stood to his feet and pushed one of the many buttons on his belt. The building begun to fill with yellow light and a voice was heard over the intercom. "We're ready to begin."

"Go on and start" Smiled prim. "I'll be there soon and Mr. Stark won't be joining us." The static like voice of an almost comprehendible yes sir was mingled with an order of kill him. Prim smiled.

Emma, Bruce, Hank and Piotr went about their prospective duties. Emma's mental scans uncovered some names and even a few people who might even work for prim but for the most part their minds were shielded, she hoped Hank had better luck.

Hank was getting nowhere, the airports firewalls were more complexes then they should be. If he was going to get anywhere with this he'd have to do it from one of central computer and that meant getting inside. Not that anyone would question a big blue beast fingering away on a keyboard. Hank sighed and got out of the limo.

"I thought you were working on hacking into the system."

Hank was slightly startled by the Russians deep voice. "I can't hack my way in from here." He stated after a short moment. "I'll have to do it from the inside."

Ha! Chuckled the big man as he looked hank over.

"I know, I thought the same thing but it can't be helped." Frowned Hank

Piotr sighed. "So what's the plan."

"Honestly; I was hoping you'd come up with something." admitted hank.

Piotr wasn't surprised, hank had always made it clear that he respected his insight and out of the box thinking. Now they could use some of that out of the box thinking to get thing rolling.

"I think I have an idea, c'mon." and with that the two were off.

Jay could feel will calling out to him in panic. It had been several hours and he hadn't had any of the medicine Hank had made for him. He was growing weaker not mentally but physically, however where his physical weakened his mental powers strengthened. "I'm coming Will and with help; just hold on I'll be with you soon."

"Can you feel him, is he near!"

"Calm down Terry and give the guy a chance to speak."

Terry glared at Match who only looked amused and slightly sympathetic before turning his attention back to Jay.

With labored breath Jay responded. "He's scared…and…" Jay's breathing was becoming shallower.

"And!"

"And he's exhausted Terry, look at him. The guy was half dead when he looked healthy."

"And… We're… too late."

For the first time Terry allowed himself a good look at Jay, the guy was handsome even while knocking on deaths door, and there was something about him that reminded him of Willie at the moment. I could have been how jay was trying to consul him while he was in obvious pain.

"It's ok Match… Terry's…scared too." Jay looked at Terry with a fading smile. "We'll… get… Him back Terry… it's not… too late for… that."

Terry noted the blood pooling at Jays back. "What's…"

_No time to explain_

Both Terry and Corbin heard Jays voice, even though his mouth didn't move.

_I can feel him now, he needs us they all need us._

One landscape faded to another, like that of water over glass and they were no longer outdoors where they had once been but inside a hanger bay.

_Terry I'll find Willie, where he is you can't help. Match see if you can reverse what the Dark Illuminati has started but don't engage Prim, and Terry pleas stay with my body I'll be near death when I come too and I don't want to die alone. _

"You're not going to Die Jay. Not alone." The alarm signifying that there were intruders had went off a split second later, and all hell broke loss.

Corbin AKA Match had known right where to go and the fastest what to get there, thanks to Jay and a little mental guidance. What he wasn't prepared for was the sight before him. There were men standing before him. Most of them should have been dead and some just shouldn't have been there at all. Match was shocked these where all the faces of good men and woman. Professor Charles Xavier, Reed Richards, Doctor Strange, Wonder Woman, Black Canary, Hal Jordan and more. So many faces, so many heroes.

"What's going on?" Match couldn't believe what he was seeing. They were all chanting; flashes of light filled the room and with each flash things faded or came into being.

Mentally Jay followed Match showing him where to go and what to do, he knew that Willies body would be at the center of all this chaos and he had been right. Willie was in the middle of the ritual symbol surrounded by six gems.

Jays ethereal body raced forward he could feel Wills anguish thicker now, then ever before. Jay jumped into Will's glowing body, for the first time truly becoming one.

Terry watched as Jays eyes snapped open.

"We are one."

Terry could her two voice both Joshua's and Williams. But he hadn't much time to question it before the door behind him opened to show a few guards.

Willie was Just out of places to run, he had gone through door after door trying to mislead and out run Proteus and somehow the very door he was trying to keep Proteus from he'd managed to find.

"No don't!" Willie lunged forward, doing his best to get to the door in time to shut it, but that was not the case. Willie sunk to his knees as the door flew open.

A bright light spilled out of the doorway, followed by a pulse of energy that knocked Proteus back, and Willie knew in that moment that he wasn't alone.

We are one now. Thought Willie to himself as he saw Jays outlined figure in the doorway.

_We've been one for sometime now. _

Proteus got to his feet and dusted off. His face was contorted with anger and he was non too happy about being punched around.

"What did I tell you William, you're not strong enough to stop me."

"But we are."

Proteus's head snapped back to the door he was thrown from. "Who are you?" he bellowed. "Show yourself!"

There was a command to his voice that under other circumstances would have been enticing.

Jay stepped forward and shut the door behind him.

"Joshua." The voice was lighthearted now. "You think you can stop me. I've repaired myself, your no match for me."

"Yeah well, we'll see, that and I'm not alone."

Jay lashed out with a mental blast and watched as Proteus was hammered with the force of it. Still Proteus brushed off most of the blow. "I've been doing this longer then you have Jay. Give up now and I'll be nice. I can be nice."

Proteus slapped away another of the energy balls. And this time returned one of his own. The blow was devastating, it tore through everything Jay through in its path; even the last minute shield Joshua put up and still the force knocked Joshua back and shredded his clothing.

"William, if you haven't noticed I'm getting my ass kick and could use some help." Jay couldn't figure out how David got so powerful, was he always this strong.

"ah, right."

Willie jumped on Proteus's back and applied a strangle holds on him, one that he'd learned firsthand. Shit Jay thought; he couldn't blast at Proteus now, not with Will in the way.

Proteus shifted beneath Will's grip, turning so that they were face to face. He laughed at the attempt and cupped a hand along Will's butt. "If you want me that bad then I should oblige." He grinned. "See Jay, ask Will, I can be really nice."

Jay saw his chance and blasted Proteus in the back, it was a blast hard enough to knock someone out or so Jay had thought. The blast dissipated Davids clothing and had Proteus not felt the energy coming and deflected it he would have been out.

"You're really starting to piss me off." Yelled Proteus.

"Good" Jay shouted back. As he materialized himself a war hammer. Energy blast were getting him nowhere, Proteus could somehow feel energy manipulate it, so that meant time for a new tactic. A good old ass kicking.

Proteus tossed Willie to the ground. "Stay!" he commanded. "I have to go brake-in my new toy."

Willie had tried to move but he just couldn't, his feet wouldn't move. He wished there was something he could do to help. All he could do was watch. The fight went on for some time but Willie could tell that Jay wasn't use to fighting on the ground. But he did manage to land a few good hits, that pissed Proteus off more then anything.

"Are you finished." said Proteus as he pinned Jay to a wall and stole a kiss.

"Not at all." Jay murmured deepening the kiss. Jay knew that if what he was planning was going to work then David would have to be caught off guard, and surprisingly the psychopath was a really good kisser. My god Jay thought, what's that thing he was doing with his tongue was. Focus Jay focus. Jay pooled all the energy he had and shot it out from his body.

The blow sent Proteus flying back and yelling in pain, Jay must have done something right thought Will because he was now able to move. The blast however didn't keep David down, though now he looked worst off. one of his arms was charred so was half his face and a good part of his torso.

Proteus staggered to his feet and sent a blast that nearly took off Jays head. Jay had to jump out of the way. There was nothing left in him, and death was pulling him back into his own body. A wight light opened up behind him and tried to suck him in but he couldn't leave Jay, not yet.

Proteus staggered forward, his good hand out stretch using his power to pull Jay to him. "Even your own body thinks it's time for you to die." David stalked forward, paying no mind to Will. The focus of his anger was all on Jay, for disfiguring his psyche. Wound here damaged the mind as well as the body.

David tossed Jay into the light and with a last ditch effort, Jay snaked out a thin tendril around Proteus. "Push him in with me Will."

Proteus laughed as he prepared to cut himself free. "He can't even move, he's mine." David turned to look at Will who was closer then he should have been, readying to knock him into the void but with a swift movement of his burnt hand David grabbed Will by the neckline and hulled him, feet dangling into the air. Proteus marred fist spurted puss and blood and some of the skin cracked, fell off in scabs and crunched. David hissed but ultimately his anger outweighed his pain.

"I Would have been nice but you don't deserve nice. Still I'll let you beg for your life."

"I'd rather die." Shouted William.

"So be it." Proteus turned Will so that he was now facing the void and will did the only thing he could think of, he kicked out hitting Proteus dead aim in the balls. The result was just as effective as it was before and Will wasted no time; he push Proteus into the light as Jay instructed.

"You first."

Proteus pitched forward, losing his footing. By both Jay's tugging and Willies surprise attack he fell into the void. As Proteus went to his death there was no screaming, no slurs of revenge, just a tear and a smile. Not a sadistic smile but one of release. David Pushed Jay back out off the void as he was consumed. "Next time maybe I'll get it right."

Jay looked on as he was being shunted back into his. That was the David he knew, the one he was proud to call a friend.

Hank didn't know what the Russian said to the woman or even promised to do and he really didn't want to know but she stepped aside and let them pass. Hank tapped at the keyboard for another five minutes before stating that he found what they were looking for.

Hank tapped the transmitter and spoke. "there's an oceanic base in the Atlantic some hundred miles out. food and stuff is air drop to this location."

"That's the new government facility" said Piotr. "It's going to be the prison for the worst of the worst."

"He's right I donated a small sum to that place not too long ago. It's mostly being funded by a young man name M'Prie Surpanem."

Emma felt a mental kick. "I found Jay and the boys and guess where there at."

"Shit, how I could be so stupid, M'Prie Surpanem is a play on words, a puzzle if you will, he told us how he was this whole time, Prim short for Prime, M'Prie Surpanem un-puzzled is…"

"Superman Prime!" announced Piotr.

"We should hurry; the boys will need our help." Said Hank as he headed for the car.

"I have a Jet near bye we can take that."

Tony watched as Prim fought the genetically altered Namor who now believes he's Amron Stark, Tony's loving son. "Careful!" he yelled. "Some of this stuff is still active and volatile." It didn't look like Amron was going to win this fight. He was still undergoing some changes and not everything was functional yet. But he was giving it one hell of a go.

The first pulse of the spell shook the facility and Tony new it was too late now. His only hope was the machine. He started it up, praying that he'd have enough time, he climbed into the chair and hit the button just as a large body came crashing into the machine.

"No!" yelled Stark as the mechanism put on a light show. Two beams shot out one hit stark the other Prim and then the thing exploded.

Amron was catapulted through four walls, eight doors and shit loads of furnishings before coming to a stop next to Jay.

"Stay away from him." Bellowed Terry as he sent a body to go crashing into Amron. The body bounced off of him. Amron bent to get a better look at the boy. He couldn't recall ever seeing hair that shade of red before or eyes that went from the color of violet to a pale green. The boy was so still that he could have been dead, but he had blinked so Amron could tell that he was still alive. "He's still alive, what should I do?" Amron was afraid to touch him lest he brake him.

"Unless you know first aid take care of these thugs." Panted Terry.

Another one of those strange waves ripped through the room and for a split second everything changed and came back. Terry did his best to stabilize Jay and had managed to keep him alive but for how long was the question.

"Terry, Terry come in."

" am I glad to hear your grumpy old voice. Jay needs a doctor."

"Dad!" Amron spotted Tony from across the hall. He was half naked with the exception of his torn pants and one sorry looking sock.

Terry turned to see who the guy was calling. "Iron mans your dad!" Terry said while semi listening as Bruce filled him in.

"No! He's my dad." Amron pointed to Tony. "Dad we're going to be ok, help is hear lots of them."

Prim stopped in shock and looked at the young man who called him, and then he remembered. He was in Tonys body now. It was too late to finish his plans or stop whatever it was he just set in motion, the best thing he could do for now was play along.

"Amron are you ok?"

Just then the docking bay doors opened and in came Hank with a vile of something, I'll take over from here Terry.

Terry stepped aside but not before Jay grabbed him and said. "He's alive… I just wish."

"Jay stop talking save your strength." chided Hank.

Terry gave one more look just to assure himself that Jay was ok, then he ran off in search of William. Terry found Willie and Match out cold. There were bodies scattered all over the place, some alive some dead. Match was starting to come to.

"What happen?"

Match shook his head free of any cobwebs "the guy that looks like Mr. fantastic packs one hell of a punch, but I think I stopped them be for they were done."

Terry scooped up Will an gave him a deep long claiming kiss. "How do you manage to get into so much trouble."

"Terry." Willie sighed.

"hump"

"Shut up." And with that William gave him another mind blowing kiss. "Thanks for saving me, again."

"If you really want to thank me let me know when we can have sex."

The End

Look for the Epilogue.


	13. Chapter 13

Epilogue

Feeling the rush of relief that came with the conclusion of a successful mission, Terry chuckled as he peeled off his mask, and begun frowning as he watched his lover worrying at his bandage. "Stop it; you're just going to make it worse." Terry chided

"You did a piss poor job. I can do a better one if you stop moving," Willie grumbled.

Shaking his head, Terry tugged at the fastenings at the back of his costume, loosening the neckline. Then going back to his bandage.

"Baby," William murmured, moving Terry's hands away from his bandage and working on it himself. "So are you saying that you'd rather be in pain because you put that on wrong than spend the night with me?"

Terry opened his mouth to point out the fact that he'd been doing his own bandages for almost a year now but shut it with an abrupt snap when he heard the rest of Will's sentence.

"You mean you're really ready... Oh.. YES! I mean here." Terry passed the bandages to Will who just smiled. Terry shook his head and winced as William jarred his arm back into place.

"I think that bruiser hit me harder than I first thought." said Terry.

"C'mon, you reek, and I've gotta wash the blood off you before we crawl under my sheets, so first showers, civilian clothes and then you can help me with a fun-filled hour or more of snogging."

"Someone's been talking to their aunt."

"yeah, she called. Wait, you don't want to snog."

"No, I think I can manage some of that and more." Terry laughed. "C'mon, let's hit the showers and head to bed."

William chuckled and managed to catch Terry, pulling him in for a long, hard kiss.

"Well damn, what the hell was that thing you did with your tongue," Terry grinned, relaxing into Will's arms.

Will smiled at the reaction and pushed Terry toward the bathroom. "wouldn't you like to know."

"If I get more of that, I think I can live without knowing." Wrapping his good hand in Will's hair, he pulled his lover in for another hungry kiss before releasing him and walking toward the bathroom.

William followed Terry into the bathroom, as Terry turned the tap for the shower William locked the door. "I didn't know I'd have company." Smirked Terry.

"Yeah well, you can't manage a bandage so I was thinking you'd need help with this too."

"Is that a fact?" Terry stepped under the spray, letting the water cascade over him.

Will inhaled deeply at the sight, his cock jumped as he watch the water glisten over Terry's strapping body. Moving to stand behind Terry, William wrapped his hands around the taller boy's waist and rested his chin on Terry's shoulder after pressing his lips to the pulsing point between his shoulder blades. Terry murmured, catching Williams hands beneath his callused fingers and bringing them up to his mouth to kiss. Terry kissed each knuckle before turning William hands so that his palms faced up. He placed a kiss in the center of Williams's hands. "You make me weak, you're like a chink. But damn I'm glad you're here. This makes it real, like we're a family, you know?"

Willie smiled as Terry's strong hands massaged his; he pushed up along Terry's back so that not even the water could part them. Willie pressed his lips to the back of Terry's neck; licking and biting he made a path to Terry's shoulder and sucked hard on a throbbing muscle that he couldn't recall the name of. "Sometimes you make me wish I were a vampire; God, I could eat you alive." Willie growled, pulling Terry around so that he could kiss him lip to lip.

Will grabbed the soap and begun to work up a good lather. "And I thought you wanted to go to bed." beam Terry.

"You are not gonna get to bed until _I'm_ done."

"Promises, promises," Terry replied in a sing-song voice.

"Keep it up and you'll have to beg me to stop." William reached out and cupped Terry's groin.

"Oh really?"

"Yeah," Will smirked as Terry was grinding against his hand sensually. "Want me to prove it to you?" Not bothering to wait for an answer, Will sealed his lips to Terry's once more. Twining the fingers of one hand through his lover's hair, Will's free hand teased and stroked Terry's growing hard on.

Terry moaned with pleasure as his lover chuckled and slid his hands under hiss shaft to let his fingers lightly scrape over Terry's taut sack. Biting down hard on a nipple in retaliation To Terry's exhalation of breath and thready moan.

Terry reached out to hook an arm around his lover but William pushed his hand aside. "NO touching." He grinned as he held Terry's wrist at arms-length. Terry growled his frustration and moaned his pleasure all at once. He tried desperately again to make his own contact with his lover, but Williams ministrations had him in a somber daze.

"You know, I like this whole being in charge thing. I can get used to you being 'under' me."

Terry's blue eyes danced with suppressed laughter and desire as William ran his hands up his back. "I dunno, I think the fact that you're a big bottom might cause a problem with that."

"Ha! If I'm such a bottom, then what am I doing on top?" Willie smirked, staring down into eyes that could drown him if he let himself fall too completely.

Terry snorted "Just because I'm under you doesn't mean I can't top."

"Try it and you're a dead man," Willie laughed, nuzzling his way against Terry's throat and kissing his jaw.

"Greedy, aren't you?" Terry chuckled as he relaxed into Will's ministrations, arching his head this way and that to allow for better coverage and more nuzzling.

"A kid in a candy store. Stuffing his bag silly and still wanting more." Laughed William.

"Good thing there's more than enough of me to go around more than once." Moaned Terry.

William eased Terry down onto the marble tile and slid one then another finger into Terry's tight opening. He twiddled his fingers applied more soapy lather then added another finger.

William knew that he didn't have to prepare Terry, his lovers training granted him finite control over the muscles in his body. This was just to drive him mad with passion.

Terry moaned, his muscles flexed as he wight knuckle grip one of the shower knobs. "You're torturing me."

"You complaining?" Willie asked, laughing quietly as he stroked a hand over Terry's chest.

"Oh hell no! Who am I to complain? But who are you and what have you done to my sweet William?" beamed Terry.

"We've done the really cute and couple thing by making out like crazed weasels for the past three weeks four days something odd hours and who cares how many minutes now; time to move this into the bedroom where we can fuck like minks until morning comes, me and you, heels on, two overenthusiastic boys hell-bent on waking up the world so she can orgasm with us." smiled Willie.

Terry decided swiftly, tugging William to his feet and racing them to the bedroom. Terry laid down on the bed ass up inviting his lover to enter. It wasn't often when William was willing to be the dominant one let alone top, but Terry liked it.

The news from the television hummed in the background as Willie slide his cock into Terry's tight ass. Terry gasped with the feel of being penetrated and writhing against Will's cock as his lover inched in.

Will nibble and licked his tongue down and over his lover's back as he begun to drive harder and harder, slamming into Terry's firm ass.

"God." gasped Terry.

"I'm not god, but thanks for the high praise."

"Porn freak," Terry laughed throatily. Terry groaned and flexed upward, limber muscles bowing his back into a perfect arch as he felt William smash deeper into him.

"Damn, feels good," he growled, reaching down to rub Will's slim thigh. At times like this, Terry couldn't help but think that when his lover outgrows his insecurities he's going to be such a dom.

"I said don't move." Willie slapped Terry's ass to mark a point, then hooked an arm under Terry to fist his cock and pumped in time to his own thrust.

One smooth thrust after another. "Oh fuck, you feel so good," William groaned, slowly sinking deeper into Terry until he was buried to the root.

"God, yes." Terry clinched his ass muscle around Will's hard cock, stimulating maximum pleasure.

"Just like coming home." Moaned William, with another, more enthusiastic thrust.

Terry smiled, at the sentiment and the touch of his lover's smooth skin brushing along his. William bent over to kiss Terry hungrily even as his lovers hips began a slowly, rolling to match his thrust.

"Good answer," Will grinned, licking his way along his lover's throat to a nibble-worthy ear. "Gonna fuck you until daybreak, pass out, then wake up still buried inside you." Will motion for Terry to roll over so that they could be face to face. He wanted to see the expression on his lover. Will groaned as he sledge into and hammer delicious ass beneath him.

Terry chuckled again and tightened his ass around Will's cock, with a snicker of satisfaction; Terry began to circle his hips as William plunged in and out.

Willie held on to Terry's hips and allowed his nails to scrape along his lover's hipbone. "What did I tell you?"

"Asshole," moaned Terry with a smile.

Willie growled, surging up to bite Terry's lower lip. His tongue moved in a way that set fire to Terry's brain and elided any pain. Willie grinned. "Behave and I'll be nice, now as a refresher I said don't move."

Terry panted and Will pumped harder, slamming and driving home with full force. "Will"

"You want to touch me?"

"Yes, Asshole, Yes" it was but a whisper, a sigh pleading for mercy.

"Yeah, but you love this asshole," William smirked, wrapping his hand around Terrys's cock and stroking in time with his thrusts.

"Seems like you're loving mine right now so we're all good." Terry's hands moved to clinch Wills ass.

"Oh yeah, loving you much right now," Will agreed with a groan as he continued to stroke and fuck his lover, wanting them both to come together. "That's why I'm going to be nice even though you moved."

Will shuddered, his hands clenching on Terry's shoulders as his orgasm rolled over him, leaving him gasping and boneless as he tried to keep moving beneath the other man.

"Fuck, I love you," Will groaned, his fist clenching around Terry's cock as he continued to slam his spent dick in and out of his lover until with a harsh groan Terry came as well, filling his fist with come.

The light of the morning sun pooled into the window of Wills bedroom, the morning news played on the television.

// good morning Gotham this is Amber Lin with your sixty second report. Tony Stark is now Acting Chairman of the UN's new Super Hero task force. A bill for heroes or people with powers is being reviewed, if passed all people with powers, heroes, villains and vigilantes will be force to unmask and be tagged. Alexander Luthor is running for the US presidency. Scientist still don't know much about the continuing pulses that seem to be altering our reality all they know for sure is that they are dying down, but the question most people want to know is will they die out before everything we know to be is changed completely. This is Amb…

"Terry look." Willie pointed at the TV. "It's one of those Pulses." The TV went wight and when it cleared Terry gasped. "Oh my god! That not Amber Lin."

// Chloe Sullivan signing out for the UN news. The woman looked around and the camera panned back and forth. Mom what's going on? I don't know but keep rolling. The camera turned to show a red haired boy with his back soaked in blood fading into being.//

Terry clicked off the TV.

Williams eyes widened. "Do you think that could be Jay."

Terry didn't really think so seeing as how Jays body Turned to pure energy and winked out of existence just seconds before hank could give him the potion but he wasn't going to tell will that. "if it is we'll find out." He gave will a deep kiss. "I'll start making some calls."

The end.


End file.
